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Indag Rubber Ltd. — Annual Report 2022
Jul 4, 2022
62275_rns_2022-07-04_e748a40c-79c6-4da4-a04a-948e858e8c42.pdf
Annual Report
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4 July, 2022
BSE Limited Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai-400001
(Company code-1321) (Scrip code-509162)
Subject: Notice of the 43rd Annual General Meeting and Annual Report.
Dear Sir,
Pursuant to the provisions of Regulation 34 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, please find enclosed following:
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Notice of the 43rd Annual General Meeting (AGM) scheduled to be held on Thursday, July 28, 2022 at 03.00 P.M. (IST) through VC/OAVM.
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Annual Report of the Company for the financial year ended March 31, 2022.
Kindly arrange to take the above information on your records.
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Encl: as above
- BOARD OF DIRECTORS (Listed alphabetically)
Ms. Bindu Saxena
Mr. Harjiv Singh
Mr. Nand Lal Khemka
(Chairman cum Managing Director)
Mr. Prithvi Raj Khanna
Mr. Raj Kumar Agrawal
Mr. Shiv Vikram Khemka
Mr. Uday Harsh Khemka
Mr. Vijay Shrinivas
(CEO & Whole-Time Director)
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REGISTERED OFFICE
-
WORKS
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BANKERS
11, Community Centre, Saket, New Delhi-110017
Village Jhiriwala, Hadbast No. 73, Nalagarh, Dist.Solan (HP)-174101
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State Bank of India
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Kotak Mahindra Bank
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STATUTORY AUDITORS
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INTERNAL AUDITORS
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COST AUDITORS
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SECRETARIAL AUDITORS
Khanna & Annadhanam (Registration No.001297N) Chartered Accountants 706, Akash Deep Building, 26-A, Barakhamba Road, New Delhi – 110001.
Ernst & Young LLP (LLP Identity No. AAB-4343) Chartered Accountants 4th-5th Floor, Plot No. 2B, Tower 2, Sector 126, Noida – 201304.
Shome & Banerjee (Registration No. 000001) Cost Accountants Pocket-C, 211B, Siddhartha Extension, New Delhi -110014.
RMG & Associates (Registration No. P2001DE016100) Company Secretaries 207 & 201 Suchet Chambers, 1224/5, Bank Street, Karol Bagh, New Delhi – 110005.
CONTENTS
| CONTENTS | ||
|---|---|---|
| S. No. | Particulars | Page No. |
| 1. | Notice of AGM | 03 |
| 2. | Notice to Shareholders/ Investors for Unpaid Dividends | 17 |
| 3. | Board’s Report | 18 |
| 4. | Particulars of Conservation of Energy, and Technology Absorption, and Foreign | 26 |
| Exchange Earning and Outgo (Annexure-I) | ||
| 5. | Annual Report on Corporate Social Responsibility (Annexure-II) | 27 |
| 6. | Particulars of Employees (Annexure-III) | 30 |
| 7. | Form AOC-1 (Annexure-IV) | 32 |
| 8. | Secretarial Audit Report (Annexure-V) | 34 |
| 9. | Management Discussion and Analysis Report (Annexure-VI) | 38 |
| 10. | Report on Corporate Governance | 41 |
| 11. | Compliance Certifcate on Corporate Governance | 54 |
| 12. | Independent Auditor’s Report on Standalone Ind AS Financial Statements and | 55 |
| Annexure(s) thereto | ||
| 13. | Standalone Balance Sheet | 66 |
| 14. | Standalone Statement of Proft & Loss | 67 |
| 15. | Standalone Statement of changes in Equity | 68 |
| 16. | Standalone Cash Flow Statement | 69 |
| 17. | Notes to Standalone Financial Statements | 71 |
| 18. | Independent Auditor’s Report on Consolidated Ind AS Financial Statements and | 115 |
| Annexure(s) thereto | ||
| 19. | Consolidated Balance Sheet | 123 |
| 20. | Consolidated Statement of Proft & Loss | 124 |
| 21. | Consolidated Statement of change in Equity | 126 |
| 22. | Consolidated Cash Flow Statement | 127 |
| 23. | Notes to Consolidated Financial Statements | 129 |
INDAG RUBBER LIMITED CIN : L74899DL1978PLC009038 Regd. Office: 11, Community Centre, Saket, New Delhi-110017. Landline No. 011-26963172/73; E-mail Id:- [email protected]; Website: www.indagrubber.com
NOTICE
NOTICE IS HEREBY GIVEN THAT THE FORTY-THIRD (43rd) ANNUAL GENERAL MEETING (“AGM”) OF THE MEMBERS OF INDAG RUBBER LIMITED (“the Company”) WILL BE HELD ON THURSDAY, JULY 28, 2022 AT IST 03:00 P.M. THROUGH VIDEO CONFERENCING (“VC”) / OTHER AUDIO VISUAL MEANS (“OAVM”), TO TRANSACT THE FOLLOWING BUSINESS:
AS ORDINARY BUSINESS:
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To receive, consider and adopt the financial statements of the company, and, if thought fit, to pass the following resolutions as ORDINARY RESOLUTIONS:
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a) Audited standalone financial statements of the company for the financial year ended March 31, 2022.
“RESOLVED THAT the audited standalone financial statements of the Company including the balance sheet as at March 31, 2022, the statement of profit and loss, the cash flow statement for the year ended on that date and the reports of the Board of Directors and Auditors, thereon be and are hereby received, considered and adopted.”
- b) Audited consolidated financial statements of the company for the financial year ended March 31, 2022.
“RESOLVED THAT the audited consolidated financial statements of the Company including the balance sheet as on March 31, 2022, the statement of profit and loss, the cash flow statement for the year ended on that date and the report of the Auditors thereon be and are hereby received, considered and adopted.”
- To declare the Final Dividend and confirm payment of Interim Dividend for the financial year 2021-2022, and, if thought fit, to pass the following resolution as an ORDINARY RESOLUTION:
“RESOLVED THAT pursuant to the recommendation of the Board of Directors, final dividend of Rs. 1.50/per equity share of face value of Rs. 2/- each, in addition to the interim dividend of Rs. 0.90/- per equity share of face value of Rs. 2/- each already paid, be and is hereby declared out of the current profits and / or General Reserves of the Company for the financial year ended March 31, 2022 and that the same be paid, to those Members whose names appear on the company’s register of members as on July 28, 2022 (if shares held in physical form) and to those beneficial owners whose names are furnished by NSDL and CDSL as on the close of business hours on July 21, 2022 (if shares held in dematerialized form).”
- To appoint a Director in place of Mr. Uday Harsh Khemka (DIN-00323609) who retires by rotation and being eligible, offers himself for re-appointment, and, if thought fit, to pass the following resolution as an ORDINARY RESOLUTION:
“RESOLVED THAT pursuant to the provisions of Section 152 of the Companies Act, 2013, Mr.Uday Harsh Khemka (DIN-00323609), who retires by rotation at this meeting and being eligible has offered himself for re-appointment, be and is hereby re-appointed as a Director of the Company, liable to retire by rotation.”
- To reappoint Khanna & Annadhanam, Chartered Accountants (FRN. 001297N) as the Statutory Auditors of the Company for the second term of 5 consecutive years and fix their remuneration, and, if thought fit, to pass the following resolution as an ORDINARY RESOLUTION:
“RESOLVED THAT pursuant to the provisions of Section 139, 142 and other applicable provisions, if any, of the Companies Act, 2013 (“Act”), read with the Companies (Audit & Auditors) Rules, 2014 (“Rules”), the
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provisions of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Regulations”), including any statutory enactment or modification thereof, and based on the recommendations of the Audit Committee and the Board of Directors of the Company, Khanna & Annadhanam, Chartered Accountants (FRN. 001297N), who have confirmed their eligibility for appointment as Statutory Auditors in terms of Section 141 of the Act and Rules be and are hereby reappointed as the Statutory Auditors of the Company, to hold office for a second term of 5 (five) consecutive years from the conclusion of the 43rd Annual General Meeting until the conclusion of the 48th Annual General Meeting of the Company.
RESOLVED FURTHER THAT approval be and is hereby accorded for payment of fees of Rs.23,75,000 per annum plus reimbursement of out of pocket expenses and applicable taxes to Statutory Auditors, and the Board of Directors be and is hereby authorised to vary, modify, amend the fees from time to time.”
AS SPECIAL BUSINESS:
- Fixation of the remuneration of the Cost Auditors of the company for the FY 2022-2023.
To consider and, if thought fit, to pass with or without modification(s), the following resolution as an ORDINARY RESOLUTION:
“RESOLVED THAT pursuant to the provisions of section 148(3) and all other applicable provisions, if any, of the Companies Act, 2013 and on the recommendation of the Board of Directors, consent of the members be and is hereby accorded for the payment of remuneration of Rs. 1,50,000/- plus applicable taxes and out of pocket expenses and on terms and conditions as may be mutually agreed to between the Board of Directors and Shome & Banerjee, (Registration No. 000001) Cost Accountants, Cost Auditors of the Company for the financial year commencing from April 1, 2022 till March 31, 2023.”
6. To approve partial modification of the earlier resolution for payment of Commission to Directors other than the Managing Director/Whole-Time Director.
To consider and, if thought fit, to pass with or without modification(s), the following resolution as an ORDINARY RESOLUTION:
“RESOLVED THAT pursuant to the provisions of section 149(9) and 197 and other applicable provisions, if any, of the Companies Act, 2013 (“Act”), and rules made thereunder and Regulation 17(6)(a) and any other applicable regulations of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”) (including any statutory modification(s) or re-enactment thereof, from time to time), consent of the members be and is hereby accorded for payment of profit related commission for each financial year commencing from April 1, 2020, of a sum not exceeding in aggregate 1% (one percent) of the net profits of the company, computed in accordance with the provisions of Section 198 of the Act or within the limits as specified under Schedule V of the Act, if in any financial year the company has no profits or inadequate profits, to its Non-Executive Directors (including Independent Directors) and such remuneration or commission to be divided amongst them in such proportion as may be determined by the Board of Directors from time to time.
RESOLVED FURTHER THAT the above commission shall be in addition to fee payable to the director(s) for attending the meetings of the Board or Committee thereof or for rendering services of professional nature and reimbursement of expenses for participation in the Board and other committee meetings.”
By Order of the Board of Directors For Indag Rubber Limited
Place: New Delhi Date: April 23, 2022
Manali D. Bijlani Company Secretary F4704
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NOTES
In view of the continuing COVID-19 pandemic and pursuant to Circular No. 14/2020 dated April 08, 2020, Circular No.17/2020 dated April 13, 2020 issued by the Ministry of Corporate Affairs (“MCA Circulars”) followed by Circular No. 20/2020 dated May 05, 2020, Circular No. 02/2021 dated January 13, 2021 and Circular No. 02/2022 dated May 05, 2022 and all other relevant circulars issued from time to time and Circular No. SEBI/HO/CFD/CMD1/CIR/P/2020/79 dated 12th May 2020, SEBI/HO/CFD/CMD2/CIR/P/2021/11 dated January 15, 2021 and Circular No. SEBI/HO/CFD/CMD2/CIR/P/2022/62 dated May 13, 2022 issued by the Securities and Exchange Board of India (“SEBI Circulars”) and in compliance with the provisions of the Companies Act, 2013 (“Act”) and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”), the 43rd AGM of the Company is being conducted through VC/OAVM Facility, which does not require physical presence of members at a common venue. The deemed venue for the 43rd AGM shall be the Registered Office of the Company. Members can attend and participate in the ensuing AGM through VC/OAVM.
This notice is sent to all the members whose name appears as on July 01, 2022 in the Register of Members.
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PURSUANT TO THE CIRCULAR NO. 14/2020 DATED APRIL 08, 2020, ISSUED BY THE MINISTRY OF CORPORATE AFFAIRS, THE FACILITY TO APPOINT PROXY TO ATTEND AND CAST VOTE FOR THE MEMBERS IS NOT AVAILABLE FOR THIS AGM. HOWEVER, THE BODY CORPORATES ARE ENTITLED TO APPOINT AUTHORISED REPRESENTATIVES TO ATTEND THE AGM THROUGH VC/ OAVM AND PARTICIPATE THERE AT AND CAST THEIR VOTES THROUGH E-VOTING.
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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 frst come frst 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 Committee and Stakeholders Relationship Committee, Auditors etc. who are allowed to attend the AGM without restriction on account of first come first served basis.
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The attendance of the Members attending the AGM through VC/OAVM will be counted for the purpose of reckoning the quorum under Section 103 of the Companies Act, 2013.
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In line with the Ministry of Corporate Affairs (MCA) Circular No. 17/2020 dated April 13, 2020, the Notice calling the AGM has been uploaded on the website of the Company at www.indagrubber.com. The Notice can also be accessed from the website of the Stock Exchange i.e. BSE Limited at www.bseindia.com and the AGM Notice is also available on the website of NSDL (agency for providing the Remote e-Voting facility) i.e. www.evoting.nsdl. com.
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AGM will be convened through VC/OAVM in compliance with applicable provisions of the Companies Act, 2013 read with MCA Circulars.
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The Register of Members and Share Transfer Books of the Company will remain closed from July 22, 2022 to July 28, 2022 (both days inclusive)
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Explanatory Statement pursuant to Section 102 of the Companies Act, 2013, which sets out details relating to Special Business at the meeting, is annexed hereto.
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Final Dividend of Rs. 1.50/- per equity share of face value of Rs. 2/- each (75%) has been recommended by the Board of Directors, subject to the approval of the members at the ensuing Annual General Meeting for the year ended on March 31, 2022 which is proposed to be paid on or before August 27, 2022. The Interim Dividend of Rs. 0.90/- per equity share, for the Financial Year 2021-22, was declared on November 12, 2021 and paid on December 08, 2021.
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- Members may note that pursuant to Income-Tax Act, 1961, (“the IT Act”) as amended by the Finance Act, 2020, dividends paid or distributed by the Company after 1st April 2020, shall be taxable in the hands of the Members and the Company shall be required to deduct tax at source (TDS) at the prescribed rates from the dividend to be paid to Members. The TDS rate would vary depending on the residential status of the Member and the documents submitted by them and accepted by the Company.
Members may kindly refer to the website link:
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https://indagrubber.com/uploads/document/Email_to_Shareholders_reg__TDS_on_Final_Div__2020 21.pdf for further information. The members are requested to update their PAN with the RTA (if shares held in physical mode) and with depositories (if shares held in demat mode).
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Members who have not encashed their dividend warrants are advised to write to the Company immediately for claiming dividends declared by the Company, which are yet to be transferred to IEPF.
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Members seeking further information about the accounts are requested to write at least 7 days before the date of the meeting so that it may be convenient to get the information ready at the meeting.
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Members are requested to inform the Company’s Registrar and Share Transfer Agent i.e. Skyline Financial Services Private Limited, D-153/A, 1st Floor, Okhla Industrial Area, Phase-I, New Delhi-110020 / or via email at [email protected] about the changes, if any, in their registered address along with the Pin Code, quoting their Folio Number and DP ID/ Client ID and email address.
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Members are requested to intimate changes, if any, pertaining to their name, postal address, e-mail address, telephone/mobile numbers, Permanent Account Number (PAN), mandates, nominations, power of attorney, bank details such as, name of the bank and branch details, bank account number, MICR code, IFSC code, etc.,:
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a. For shares held in electronic form : to their Depository Participants (DPs)
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b. For shares held in physical form : to the Company/Registrar and Transfer Agent in prescribed Form ISR-1 and other forms pursuant to SEBI Circular No. SEBI/HO/MIRSD/ MIRSD_RTAMB/P/CIR/2021/655 dated November 3, 2021. The Company has sent intimation for furnishing the required details. Members may also refer to website of the Company at https://indagrubber.com/investorrelation/detail/5/25 for more details.
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Members may please note that SEBI vide its Circular No. SEBI/HO/MIRSD/MIRSD_RTAMB/P/ CIR/2022/8 dated January 25, 2022 has mandated the listed companies to issue securities in dematerialized form only while processing service requests viz. Issue of duplicate securities certificate; claim from unclaimed suspense account; renewal/ exchange of securities certificate; endorsement; sub-division/splitting of securities certificate; consolidation of securities certificates/folios; transmission and transposition. Accordingly, Members are requested to make service requests by submitting a duly filled and signed Form ISR – 4, the format of which is available on the Company’s website at https://indagrubber.com/investorrelation/detail/5/25. It may be noted that any service request can be processed only after the folio is KYC Compliant.
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SEBI vide its notification dated January 24, 2022 has mandated that all requests for transfer of securities including transmission and transposition requests shall be processed only in dematerialized form. In view of the same and to eliminate all risks associated with physical shares and avail various benefits of dematerialisation, Members are advised to dematerialise the shares held by them in physical form. Members can contact the Company or RTA, for assistance in this regard.
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Members holding shares in physical form, in identical order of names, in more than one folio are requested to send to the Company or RTA, the details of such folios together with the share certificates along with the requisite KYC Documents for consolidating their holdings in one folio. Requests for consolidation of share certificates shall be processed in dematerialized form.
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As per the provisions of Section 72 of the Act and SEBI Circular, 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://indagrubber.com/investorrelation/detail/5/25. Members are requested to submit the said details to their DP in case the shares are held by them in dematerialized form and to RTA in case the shares are held in physical form.
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Securities and Exchange Board of India (SEBI) has mandated the submission of Permanent Account Number (PAN) by every participant in the Securities Market. Members holding shares in electronic form are, therefore, requested to submit the PAN to their Depository Participants (DPs) with whom they are maintaining their demat accounts. Members holding the shares in physical form can submit their PAN details to the RTA / Company.
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In compliance with the aforesaid MCA Circulars and SEBI Circulars, the Notice of 43rd Annual General Meeting and Annual Report for the year 2021-2022 of the Company is being sent only through electronic mode to those Members whose email addresses are registered with the Company/ Depositories. Therefore, Members are requested to furnish or update their e-mail IDs with the Registrar for sending the soft copies of the Notice of 43rd Annual General Meeting and Annual Report for the year 2021-2022 of the Company and to avail e-voting facility in respect of the resolutions to be passed at the General Meetings of the Company.
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Since the AGM will be held through VC/OAVM Facility, the Route Map is not annexed in this Notice.
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Pursuant to the prohibition imposed vide Secretarial Standard on General Meetings (SS-2) issued by the ICSI and the MCA circular, no gifts/coupons shall be distributed w.r.t the Meeting.
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Voting through electronic means
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a. Pursuant to the provisions of Section 108 of the Companies Act, 2013 read with Rule 20 of the Companies (Management and Administration) Rules, 2014 (as amended) and Regulation 44 of SEBI (Listing Obligations & Disclosure Requirements) Regulations 2015 (as amended), and the MCA Circulars, the Company is providing facility of remote e-Voting to its Members in respect of the business to be transacted at the AGM. For this purpose, the Company has authorised National Securities Depository Limited (NSDL) for facilitating voting through electronic means, as the authorized agency. The facility of casting votes by a member using remote e-Voting system as well as venue for voting on the date of the AGM will be provided by NSDL.
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b. A person whose name is recorded in the Register of Members or in the Register of Beneficial Owners maintained by the depositories as on July 21, 2022 (the “Cut-off Date”) only shall be entitled to vote through e-voting facility w.r.t. the AGM. The voting rights of members shall be in proportion to their share of the paid-up equity share capital of the Company as on the cut-off date.
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c. Persons who have acquired shares and become members of the Company after electronic dispatch of Notice of AGM but before cut-off date of July 21, 2022 may obtain their USER ID and password for e-voting from Skyline Financial Services Pvt. Ltd., D-153/A, 1st Floor, Okhla Industrial Area, Phase – I, New Delhi- 110020 / or via email at [email protected] or from NSDL.
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d. The remote e-voting period begins on July 25, 2022 at 09:00 A.M. and ends on July 27, 2022 at 05:00 P.M. The remote e-voting module shall be disabled by NSDL for voting thereafter. The Members, whose names appear in the Register of Members / Beneficial Owners as on the record date (cut-off date) i.e. July 21, 2022, may cast their vote electronically. The voting right of shareholders shall be
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in proportion to their share in the paid-up equity share capital of the Company as on the cut-off date, being July 21, 2022.
- e. Members attending the meeting, through VC / OAVM facility, who have not already cast their vote by remote e-voting shall be able to exercise their right at the meeting and that the members who have cast their vote by remote e-voting prior to the meeting may also attend the meeting, through VC / OAVM facility, but shall not be entitled to cast their vote again.
f) Instructions for e-voting are as under-
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 | Login Method |
|---|---|---|
| Individual Shareholders holding securities in demat mode with NSDL. |
1. 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. NSDLand 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 & voting during the meeting. 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 |
| 3. | 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 & voting during the meeting. |
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| 4. | 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. 2. 3. 4. |
Existng users who have opted for Easi / Easiest, they can login through their user id and password. Opton will be made available to reach e-Votng page without any further authentcaton. The URL for users to login to Easi / Easiest arehtps://web.cdslindia.com/ myeasi/home/login orwww.cdslindia.com and click on New System Myeasi. Afer successful login of Easi/Easiest the user will be also able to see the E Votng Menu. The Menu will have links ofe-Votng service provider i.e. NSDL.Click onNSDLto cast your vote. If the user is not registered for Easi/Easiest, opton to register is available at htps://web.cdslindia.com/myeasi/Registraton/EasiRegistraton Alternatvely, the user can directly access e-Votng page by providing demat Account Number and PAN No. from a link inwww.cdslindia. com home page. The system will authentcate the user by sending OTP on registered Mobile & Email as recorded in the demat Account. Afer successful authentcaton, user will be provided links for the respectve ESP i.e.NSDLwhere the e-Votngis inprogress. |
| 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 & voting duringthe 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.
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 securities in demat mode with NSDL |
Members facing any technical issue in login can contact NSDL helpdesk by sending a request [email protected] or call at toll free no.: 1800 1020 990 and 1800 22 44 30 |
| Individual Shareholders holding securities in demat mode with CDSL |
Members facing any technical issue in login can contact CDSL helpdesk by sending a request athelpdesk.evoting@cdslindia. com or contact at 022- 23058738 or 022-23058542-43 |
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- 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?
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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.
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Once the home page of e-Voting system is launched, click on the icon “Login” which is available under ‘Shareholder/Member’ section.
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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.
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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 eservices after using your log-in credentials, click on e-Voting and you can proceed to Step 2 i.e. Cast your vote electronically.
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Your User ID details are given below :
| Manner of holding shares i.e. Demat (NSDL or CDSL) or Physical |
Manner of holding shares i.e. Demat (NSDL or CDSL) or Physical |
Your User ID is: | Your User ID is: |
|---|---|---|---|
| a) | For Members who hold shares in demat account with NSDL. |
8 Character DP ID followed by 8 Digit Client ID For example if your DP ID is IN300 and Client ID is 12 thenyour user ID is IN30012**. |
|
| b) | For Members who hold shares in demat account with CDSL. |
16 Digit Benefciary ID For example if your Benefciary ID is 12** then your user ID is 12** |
|
| c) | For Members holding shares in Physical Form. |
EVEN Number followed by Folio Number registered with the company For example if folio number is 001 and EVEN is 101456 then user ID is 101456001 |
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Password details for shareholders other than Individual shareholders are given below:
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a) If you are already registered for e-Voting, then you can user your existing password to login and cast your vote.
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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.
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c) How to retrieve your ‘initial password’?
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(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 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’.
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(ii) If your email ID is not registered, please follow steps mentioned below in process for those shareholders whose email ids are not registered.
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If you are unable to retrieve or have not received the “ Initial password” or have forgotten your password:
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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.
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b) Physical User Reset Password?” (If you are holding shares in physical mode) option available on www.evoting.nsdl.com.
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c) If you are still unable to get the password by aforesaid two options, you can send a request at evoting@ nsdl.co.in mentioning your demat account number/folio number, your PAN, your name and your registered address etc.
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d) d) Members can also use the OTP (One Time Password) based login for casting the votes on the e-Voting system of NSDL.
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After entering your password, tick on Agree to “Terms and Conditions” by selecting on the check box.
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Now, you will have to click on “Login” button.
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After you click on the “Login” button, Home page of e-Voting will open.
- Step 2: Cast your vote electronically and join General Meeting on NSDL e Voting system.
- How to cast your vote electronically and join General Meeting on NSDL e Voting system?
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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.
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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 General Meeting”.
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Now you are ready for e-Voting as the Voting page opens.
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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.
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Upon confirmation, the message “Vote cast successfully” will be displayed.
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You can also take the printout of the votes cast by you by clicking on the print option on the confirmation page.
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Once you confirm your vote on the resolution, you will not be allowed to modify your vote.
General Guidelines for shareholders
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Institutional 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 [email protected].
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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.
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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 toll free no.: 1800 1020 990 and 1800 22 44 30 or send a request at evoting@nsdl. co.in or contact Ms. Pallavi Mhatre, Manager or Ms. Soni Singh, Asst. Manager, National Securities Depository Limited, Trade World, ‘A’ Wing, 4th Floor, Kamala Mills Compound, Senapati Bapat Marg, Lower Parel, Mumbai – 400 013, at the designated email id – [email protected] or pallavid@
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nsdl.co.in or [email protected] or at telephone nos.:- +91 22 24994545, +91 22 24994559, who will also address the grievances connected with voting by electronic means. Members may also write to the Company Secretary 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 e mail ids for e-voting for the resolutions set out in this notice:
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In case shares are held in physical mode please provide Folio No., Name of shareholder, scanned copy of the share 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]
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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 info@indagrubber. com. If you are an Individual shareholders 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.
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Alternatively shareholder/members may send a request to [email protected] for procuring user id and password for e-voting by providing above mentioned documents.
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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:-
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The procedure for e-Voting on the day of the AGM is same as the instructions mentioned above for remote e-voting.
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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.
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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.
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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 43rd AGM THROUGH VC/OAVM ARE AS UNDER:
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Member will be provided with a facility to attend the AGM through VC/OAVM through the NSDL e-Voting system. 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 link” placed under “Join General meeting” menu against company name. You are requested to click on VC/OAVM link placed under Join General 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.
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Members are encouraged to join the Meeting through Laptops for better experience.
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Further Members will be required to allow Camera and use Internet with a good speed to avoid any disturbance during the meeting.
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Please note that Participants Connecting from Mobile Devices or Tablets or through Laptop connecting via Mobile Hotspot may experience Audio/Video loss due to Fluctuation in their respective network. It is therefore recommended to use Stable Wi-Fi or LAN Connection to mitigate any kind of aforesaid glitches.
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Members who would like to express their views or ask questions during the AGM may register themselves as a speaker by sending their request from their registered email address mentioning their Name, DP ID and Client ID/ Folio Number, PAN and Mobile Number at [email protected] on or before July 21, 2022. Those Members who have registered themselves as a Speaker will only be allowed to express their views/ ask questions during the AGM
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Institutional Investors who are Members of the Company, are encouraged to attend and vote in the AGM through VC/OAVM Facility.
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g) During the AGM, Members may access the scanned copy of Register of Directors and Key Managerial Personnel and their shareholding maintained under Section 170 of the Act and the Register of Contracts and Arrangements in which Directors are interested maintained under Section 189 of the Act, at website of the Company at https://indagrubber.com/home/investor_relation/1.
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h) The Board of Directors has appointed Mr. Kanishk Arora of M/s. Kanishk Arora & Co., Practicing Company Secretary, as the Scrutinizer for conducting remote e-voting in a fair and transparent manner.
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i) The Scrutinizer shall, immediately after the conclusion of voting at the AGM, unblock the votes cast through remote e-voting (votes cast during the AGM and votes cast through remote e-voting) and will submit a consolidated crutinizer’s Report of the total votes cast in favour or against, if any, to the Chairman or a person authorised by him in writing, who shall countersign the same. The results will be announced within the time stipulated under the applicable laws.
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j) The results declared alongwith the report of Scrutinizer shall be placed on the website of the Company www. indagrubber.com and on the website of NSDL immediately after the declaration of results by the Chairman or any other Key Managerial Personnel. The results shall also be forwarded to the Stock Exchange where the shares of the Company are listed.
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Pursuant to Regulation 36 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the brief profile of Director eligible for re-appointment vide item no. 3 is as follows:
| Item No. | 3 |
|---|---|
| Name | Mr. Uday Harsh Khemka |
| DIN | 00323609 |
| Date of Birth/Age | 11-07-1965 |
| Date of frst Appointment in the current designation | 08-10-2014 |
| Qualifcations | Educated at Eton College, he received his undergraduate and Master’s degrees at Cambridge University and received an MBA with distinction from Harvard Business School (Baker Scholar). |
| Experience in specifc functional areas | Mr. Uday Khemka is Vice-Chairman of the SUN group of companies and has more than 26 years of investment, investment banking and entrepreneurial experience. He serves on the Board of various companies and had been elected a young global leader at the World Economic Forum in Davos. |
| Terms and condition of appointment/ re- appointment |
Re-appointment as Non-Executive Director (Interested), liable to retire by rotation. |
| Details of remuneration last drawn (2021-2022) | NIL |
| No. of Board Meeting attended during the year | 05 |
| Directorship held in other Listed Entities (along with listed entities from which the person has resigned in the past three years) |
NIL |
| Membership / Chairmanship of Committees of listed entities (includes only Audit Committee and Stakeholders' Relationship Committee) |
NIL |
| Number of shares held in the company (including shareholding as a benefcial owner) |
12,50,750 equity shares of Rs. 2 each (jointly held with Ms. Nitya Mohan Khemka) |
| Inter-se relationship between Directors and other Key Managerial Personnel |
Mr. Nand Lal Khemka (Father) Mr. Shiv Vikram Khemka (Brother) |
| In case of independent directors, the skills and capabilities required for the role and the manner in which the proposed person meets such requirements. |
NA |
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Explanatory Statement
(Pursuant to Section 102 of the Companies Act, 2013 and
SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015)
Item no. 4: Reappointment of Khanna & Annadhanam, Chartered Accountants as the Statutory Auditors for the second term of 5 consecutive years and fixation of remuneration
Khanna & Annadhanam, Chartered Accountants (FRN. 001297N) were appointed as Statutory Auditors at the 38th Annual General Meeting of the Company held on June 19, 2017 for a period of 5 years, to hold office till the conclusion of the 43rd AGM. They are eligible for re-appointment as Statutory Auditors for a second term of maximum 5 years.
The Audit Committee and the Board, taking into account the credentials and also based on the evaluation of the quality of audit work done by the statutory auditors, recommends the ordinary resolution as set out in item no.4 of this notice for the re-appointment of Khanna & Annadhanam, Chartered Accountants for the second term of five years to hold office from the conclusion of the 43rd AGM till the conclusion of the 48th AGM at a fees of Rs.23,75,000 per annum plus reimbursement of out of pocket expenses and applicable taxes. It is further recommended that the Board of Directors of the Company may vary, modify or amend the statutory audit fee from time to time.
The proposed fees is based on knowledge, expertise, industry experience, time and efforts required to be put in by the statutory auditors, which is in line with the industry benchmarks.
The fees for any other services and statutory certifications will be in addition to the audit fee as above and will be as determined by the Board in consultation with the Auditors and as per the recommendations of the Audit Committee.
Khanna & Annadhanam, Chartered Accountants (FRN. 001297N) is an established chartered accountancy firm, head quartered in New Delhi with its operations adequately supported by qualified professionals and staff.
None of the Directors and/or KMP of the Company and their relatives is concerned or interested, financial or otherwise, in the resolution. The Board recommends the Ordinary Resolution set out at Item no. 4 of the Notice for the approval of the shareholders.
Item No. 5: Fixation of remuneration of Shome & Banerjee, Cost Auditors.
Shome & Banerjee, Cost Accountants were appointed as the Cost Auditors of the Company by the Board at its meeting held on April 23, 2022 for the financial year 2022-2023, as recommended by the Audit Committee.
The Board of your company thought fit to fix the remuneration of Rs. 1,50,000/- plus applicable taxes and out of pocket expense, subject to the approval of the members.
Shome & Banerjee, Cost Accountants are not related to any director of the Company.
None of the Directors and/or KMP of the Company and their relatives is concerned or interested, financial or otherwise, in the resolution. The Board recommends the Ordinary Resolution set out at Item no. 5 of the Notice for the approval of the shareholders.
Item No. 6: Approval for partial modification of the earlier resolution for payment of Commission to Directors other than the Managing Director/ Whole-Time Director.
In the 39th Annual General Meeting of the company held on August 14, 2018, members had approved the payment of commission to Non-Executive Directors (“NEDs”) including Independent Directors not exceeding 1% of the net profits of the company computed in accordance with the provisions of the Act, for each financial year commencing from April 1, 2018.
Pursuant to the Companies (Amendment) Act, 2020 read with the notifications issued by the Ministry of Corporate Affairs dated March 18, 2021 section 149(9), 197(3) and schedule V of the Act got amended and allowed the
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companies to pay the remuneration to NEDs including Independent Directors in case of no profit or inadequacy of profits, within the limits of Schedule V of the Act. Your company believes in the philosophy to remunerate adequately to the NEDs for giving their time to the Company and their inputs in the strategic decisions of the Company. Therefore, it is proposed to take approval of shareholders by way of an ordinary resolution in terms of section 149(9), 197 and Schedule V of the Act read with Rules made thereunder and Listing Regulations, for payment of remuneration to the NEDs including Independent Directors, for each financial year commencing from the financial year 2020-21, for a sum not exceeding in aggregate 1% (one percent) of the net profits of the company or as per the limits as specified under Schedule V of the Act, if in any financial year the company has no profits or inadequate profits. Based on the recommendation of the Nomination & Remuneration Committee, the Board of Directors will determine each year, the specific amount to be paid as remuneration/commission to the NEDs (including Independent Directors) subject to the above specified limits.
The members of the Company have already passed necessary resolution for payment of commission to NEDs in case of profits for each financial year commencing from April 1, 2018.
Payment of commission shall be in addition to fees payable to the Directors for attending the meetings of the Board and Committees thereof as decided by the Board and reimbursement of expenses for participation in the Board and other meetings and for rendering services which are of professional nature.
Except Non-Executive Directors (including Independent Director) none of the other directors and/or key managerial personnel of the company and their relatives, is interested in the aforesaid resolution. Board recommends the ordinary resolution as set out at item no.6 of the notice for the approval of the members.
By Order of the Board of Directors For Indag Rubber Limited
Place: New Delhi Date: April 23, 2022
Manali D. Bijlani Company Secretary F4704
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NOTICE TO SHAREHOLDERS/INVESTORS FOR UNPAID DIVIDENDS
- The Shareholders / Investors of Indag Rubber Limited are notified that in pursuance of the section 124 of the Companies Act, 2013 (the Act), the Company is required to transfer the amount of Dividends that remain unclaimed / unpaid for a period of seven (7) years from the date of transfer to the company’s Unpaid Dividend Account, to the Investor Education and Protection Fund (IEPF) Authority established under Section 125 of the Companies Act, 2013.
Further, all shares in respect of which dividend has not been paid or claimed for seven (7) consecutive years or more shall also be transferred to the demat account of IEPF as notified by Ministry of Corporate Affairs.
- Dividends, including Interim Dividends declared during the following Financial Years shall fall due for transfer to IEPF on completion of a period of seven years from the date of transfer of Final Dividend / Interim Dividend to Unpaid Dividend Account. A table containing the due dates for transfer to IEPF for various years is given below for the information of the Shareholders/Investors:
| Financial Year |
Unpaid Dividend– Interim\Final |
Dividend Amount unpaid as on March 31, 2022 (in Rs.) |
Number of corresponding shares of which dividend is unclaimed |
Due Dates for Transfer to IEPF |
|---|---|---|---|---|
| 2014-15 | Final | 5,80,387.50 | 3,86,925.00 | September 20, 2022 |
| 2015-16 | Interim | 3,77,388.00 | 4,19,320.00 | December 10, 2022 |
| 2015-16 | Final | 6,17,770.50 | 4,11,847.00 | July 02, 2023 |
| 2016-17 | Interim | 3,66,453.90 | 4,07,171.00 | November 30, 2023 |
| 2016-17 | Final | 6,80,196.00 | 4,53,464.00 | July 25, 2024 |
| 2017-18 | Interim | 4,01,567.40 | 4,46,186.00 | December 17, 2024 |
| 2017-18 | Final | 3,55,663.50 | 2,37,109.00 | September 20, 2025 |
| 2018-19 | Interim | 2,19,911.40 | 2,44,346.00 | December 20, 2025 |
| 2018-19 | Final | 2,77,795.50 | 1,85,197.00 | August 29, 2026 |
| 2019-20 | Interim | 1,60,079.40 | 1,77,866.00 | December 16, 2026 |
| 2019-20 | Second Interim | 4,33,878.00 | 2,89,252.00 | March 27, 2027 |
| 2020-21 | Interim | 1,72,458.98 | 1,95,592.00 | December 17, 2027 |
| 2020-21 | Final | 2,50,344.00 | 1,72,856.00 | November 03, 2028 |
| 2021-22 | Interim | 1,46,344.60 | 1,67,124.00 | December 16, 2028 |
- Shareholders / Investors who have not encashed their Dividend Warrants including Interim Dividends, if any, for any of the aforesaid Financial Years, are requested to lodge their claims by quoting their respective Folio No./DP- Client ID with Company at:
Company Secretary, Indag Rubber Limited Khemka House, 11, Community Centre, Saket,
New Delhi-110017
Phone: 011-26963172-73, Email: [email protected]
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Shareholders are advised to ensure that their claims for unpaid / unclaimed dividend are lodged timely so as to reach the same before the date indicated against each year in the table at Sr. No. 2 above. The claims received after these dates shall not be entertained and the amount outstanding shall be transferred to IEPF within 30 days of this date as per the relevant provisions of law.
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It may also be noted that the company has transferred unclaimed dividend and equity shares (only those shares whose dividend was unclaimed since last 7 consecutive years) to IEPF account of MCA for the previous financial years, the details of which are available on our website www.indagrubber.com
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Shareholders whose shares and unclaimed dividend have been transferred to IEPF may claim the shares or apply for refund by making an application to IEPF Authority in Form IEPF-5 (available on www.iepf.gov. in) along with requisite fee as decided by it from time to time.
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BOARD’S REPORT
To
The Members,
The Board of Directors are pleased to present the Annual Report of the Company together with the audited standalone and consolidated Financial Statements for the year ended March 31, 2022.
FINANCIAL RESULTS AND STATE OF THE COMPANY’S AFFIARS
| Particulars | STANDALONE | STANDALONE | CONSOLIDATED | CONSOLIDATED |
|---|---|---|---|---|
| 2021-22 (Rs. in lakh) |
2020-21 (Rs. in lakh) |
2021-22 (Rs. in lakh) |
2020-21 (Rs. in lakh) |
|
| Sales and other Income | 17,333.50 | 17,388.25 | 17,340.56 | 17,388.38 |
| Proft before Finance Cost & Depreciation | 721.55 | 2,031.74 | 689.87 | 2,048.12 |
| Finance Cost | 16.83 | 26.58 | 16.83 | 26.58 |
| Proft before Depreciation | 704.72 | 2,005.16 | 673.04 | 2,021.54 |
| Depreciation | 418.27 | 328.55 | 418.27 | 328.55 |
| Exceptional Items | - | 1,324.02 | - | 1,324.02 |
| Proft after exceptional and before tax (including discontinued operations) |
286.45 | 352.59 | 254.77 | 368.97 |
| Proft after tax(before minority) | 259.18 | 276.06 | 205.20 | 281.52 |
| Proft after tax(after minority) | 259.18 | 276.06 | 207.22 | 253.62 |
| Transfer to General Reserve | - | - | - | - |
| Interim Dividend | 236.25 | 236.25 | - | |
| Final Dividend | 393.75 | - | - |
PERFORMANCE REVIEW
During the year under review your Company had net revenue of Rs. 173.33 crores as against Rs. 173.88 crores in the previous year. The Profit before finance cost and depreciation amounted to Rs. 7.21 crores as against Rs. 20.32 crores in the previous year.
The financial results and the results of operations, including major developments have been further discussed in various sections of this report.
Operations of the Company and supply chain were impacted severely by COVID-19 disruptions, with demand destruction from various State Transport Undertaking (STU) further impacted our business.
During the year, your company had completed construction and setting up of MRO Facility at Bhiwadi, Rajasthan, which was leased out to ELCOM Systems Pvt. Ltd. with effect from September 1, 2021 for a period of 9 year and 6 months for monthly rent of Rs.36 psf. on total area of 102640 sq ft. constructed under phase I.
INTERNAL FINANCIAL CONTROLS
The Company has policies and procedures in place for ensuring orderly and efficient conduct of its business including adherence to the 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. The details of internal control system are given in the Management Discussion and Analysis Report (MDAR).
DIVIDEND
During the year, the Board of Directors had declared Interim Dividend of Rs. 0.90/- per equity share of face value of Rs. 2/- each (45%) on November 12, 2021 which has been paid on December 08, 2021.
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The Board of Directors are pleased to recommend a Final Dividend of Rs. 1.50/- per Equity Share of face value of Rs. 2/- each (75%) for the Financial Year 2021-2022, thus making a total Dividend of Rs. 2.40/- per Equity Share of Rs. 2/- each (120%).
Subject to the approval of the Shareholders at the ensuing Annual General Meeting, the Final Dividend will be paid to those Members whose name appears on the Register of Members of the Company as on close of business hours of July 28, 2022 if shares are held in physical form; in respect of shares held in dematerialized form it will be paid to those members whose names are furnished by NSDL and CDSL, as beneficial owners as on July 21, 2022.
INVESTOR EDUCATION AND PROTECTION FUND
Final Dividend which was declared by the company for the year ended March 31, 2015 at the Annual General Meeting held on August 14, 2015 and remained unclaimed will be transferred to the Investor Education and Protection Fund Authority (IEPF) of the Central Government within 30 days of September 20, 2022 pursuant to the provisions of Companies Act, 2013. Thereafter no claim shall lie on final dividend for the year ended March, 2015 from the shareholders. Notice for unpaid dividend is attached with this annual report.
Details of unclaimed dividend and equity shares in respect of which dividend remained unpaid for a period of 7 - consecutive years were transferred to Investor Education and Protection Fund Authority during the year are as under
| Year | Type | Amount transferred to IEPF (in Rs.) |
Date on which dividend transferred to IEPF |
Number of shares transferred to IEPF |
Date on which shares transferred to IEPF |
|---|---|---|---|---|---|
| 2013-14 | Final | 4,93,838 | 15.09.2021 | 5500 | 17.09.2021 |
| 2014-15 | Interim | 3,54,231 | 22.11.2021 | 3250 | 24.11.2021 |
Details of resultant benefit during the year i.e. Dividend arising out of the shares already transferred to IEPF are as under-
| Year | Total number of Shares lying in IEPF on the date of declaration of Dividend |
Dividend directly transferred to IEPF(in Rs.) |
|---|---|---|
| 2020-21(Final) | 2,67,236 | 3,95,742.00 |
| 2021-22(Interim) | 2,70,486 | 2,36,890.40 |
TRANSFER TO RESERVES
The Company has not transferred any amount to the Reserve for the financial year ended March 31, 2022.
MATERIAL CHANGES AFFECTING FINANCIAL POSITIONS OF THE COMPANY
No material changes have occurred and commitments made, affecting the financial position of the company, between the end of the financial year of the company and the date of this report.
There is no order passed by any regulator or court or tribunal against the company, impacting the going concern concept or future operations of the company.
DIRECTORS AND KEY MANAGERIAL PERSONNEL
Mr. Raj Kumar Agrawal (DIN: 00177578) was appointed as Non-Executive Independent Director for a period of 5 Years by the Board of Directors of the Company upon recommendation of the Nomination & Remuneration Committee with effect from June 15, 2021 which was subsequently approved by the Shareholders in the Annual General Meeting held on September 30, 2021.
Mr. Uday Harsh Khemka (DIN: 00323609), who retires by rotation at this meeting and being eligible has offered himself for re-appointment. The Board recommends the re-appointment of Mr. Uday Harsh Khemka as Director liable to retire by rotation. The information in terms of Regulation 36 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 has been provided in this notice convening the Annual General Meeting.
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INDEPENDENT DIRECTORS’ DECLARATION
Independent Directors have confirmed and declared that they are not disqualified to act as an Independent Director in compliance with the provisions of Section 149 of the Companies Act, 2013. The Board confirms that the Independent Directors fulfill all the conditions specified in the Companies Act, 2013 and SEBI (LODR) 2015 making them eligible to act as Independent Directors.
BOARD MEETINGS
The details of number and dates of meetings held by the Board and its Committees, attendance of Directors and sitting fee/ commission/ remuneration paid to them is given separately in the attached Corporate Governance Report.
EVALUATION OF THE BOARD’S PERFORMANCE
In compliance with the Companies Act, 2013 and Regulation 17(10) of SEBI (Listing Obligations and Disclosure Requirements), Regulations, 2015, the performance evaluation of the Board, its committees and of individual directors was carried out during the year under review. More details on the same are given in the Corporate Governance Report.
The performance evaluation of Independent Directors was done by the entire Board of Directors on February 10, 2022 and in the evaluation, the directors who were subject to evaluation did not participate. The Board opined that the Independent Directors meet the criteria of persons with integrity and possess relevant expertise / experience, including proficiency (where required) and fulfilling the conditions specified in the Act for appointment as Independent Directors and are independent of the Management.
NOMINATION AND REMUNERATION POLICY
The Remuneration Policy applies to Directors and senior management personnel. The policy is approved by the Nomination and Remuneration Committee and the Board.
The policy is available on the company’s website and web link for the same is https://indagrubber.com/uploads/document/NRC_Policy.pdf. The policy is designed to attract, motivate and retain manpower by creating congenial work environment and inculcating a sense of belonging, besides offering appropriate remuneration package and superannuation benefits. The appointment and remuneration of Executive Directors is based on merit and seniority of person. Non- Executive Directors are paid sitting fee and commission in accordance with the Companies Act, 2013.
STAKEHOLDERS’ RELATIONSHIP COMMITTEE
Stakeholder Relationship Committee comprised of Mr. Harjiv Singh as Chairman (w.e.f. April 1, 2021) and Mr. Nand Lal Khemka and Mr. Vijay Shrinivas as members. Mr. Vijay Shrinivas was appointed as a Member of the Committee (with effect from June 01, 2021) in place of Mr.K.K.Kapur who completed his tenure as CEO & Whole-time Director w.e.f. May 31, 2021.
The details of terms of reference of the Committee member, dates of meetings held and attendance of the Directors are given separately in the Corporate Governance Report.
AUDIT COMMITTEE
Audit Committee comprised of Mr. Prithvi Raj Khanna as Chairman (w.e.f. April 1, 2021) and Mr. Nand Lal Khemka, Mr. Harjiv Singh and Mr. Raj Kumar Agrawal (w.e.f. June 15, 2021) as members. The details of terms of reference of the Audit Committee member, dates of meeting held and attendance of the Directors are given separately in the Corporate Governance Report.
VIGIL MECHANISM
Company has a vigil mechanism for directors and employees to report their concerns about unethical behavior, actual or suspected fraud or violation of the company’s Code of Conduct. The mechanism provides for adequate
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safeguards against victimization of directors and employees who avail of the mechanism. In exceptional cases, directors and employees have direct access to the Chairman of the Audit Committee. Vigil Mechanism (Whistle Blower Policy) is available on the company’s website www.indagrubber.com.
DISCLOSURE UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION
AND REDRESSAL) ACT, 2013
The company has a policy on prohibition, prevention and redressal of sexual harassment of women at workplace and matters connected therewith or incidental thereto covering all the aspects as contained under “Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013”.
The company has complied with the provision relating to constitution of Internal Complaints Redressal Committee under the Act. The Internal Committee composed of internal members and an external member who has extensive experience in the field.
During the financial year 2021-2022, the details of the complaint were as under-
| 1. | Number of complaints fled duringthe fnancialyear | Nil |
|---|---|---|
| 2. | Number of complaints disposed of duringthe fnancialyear | Not Applicable |
| 3. | Number of complaintspendingas on end of the fnancialyear | Nil |
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNING AND OUTGO
The particulars required to be furnished under Section 134(3)(m) of the Companies Act, 2013 read with Companies (Account) Rules, 2014 are set out in Annexure ‘I’ , which forms part of the report.
COMMITMENT TO QUALITY AND ENVIRONMENT
Indag recognizes quality and productivity as a pre-requisite for its operations and has implemented ISO 9001:2015 standards and ISO 14001:2015 standards.
Anti-pollution systems are fully installed and operational. Continuous efforts to preserve the environment are pursued.
CORPORATE SOCIAL RESPONSIBILITY
Corporate Social Responsibility Committee comprised of Mr. Nand Lal Khemka as the Chairman and Mr. Prithvi Raj Khanna, Mr. K.K. Kapur (member up till May 31, 2021), Mr. Shiv Vikram Khemka, Mr. Uday Harsh Khemka and Mr. Vijay Shrinivas (appointed with effect from June 01, 2021) as the members.
During the year, we continued CSR activities towards improving the quality of life inter alia, of the community in and around Nalagarh through health programs, education and better agricultural and dairy farming practices. We also continued our support to five (5) Navi Disha Schools at Nabha engaged in imparting education to under privileged students. Details about CSR policy and initiatives taken by the Company during the year are available on company’s website www.indagrubber.com
The web-link of the same is https://indagrubber.com/uploads/document/CSR_Policy1.pdf
Report on CSR activities is given in Annexure ‘II’ forming part of this report.
PARTICULARS OF EMPLOYEES
Information in accordance with the provisions of Section 134(3)(q) and Section 197(12) of the Companies Act, 2013 read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, regarding employees is given in Annexure ‘III’ .
21
SUBSIDIARIES, JOINT VENTURE AND ASSOCIATE COMPANIES
During the year, the Company had initiated the process of voluntary winding up of its subsidiary namely SUNAMP Solar India Private Limited. Further, Samyama Jyothi Solar Energy Private Limited ceased to be stepdown subsidiary of the Company w.e.f. August 5, 2021, after SUN-AMP Solar India Private Limited sold 100% shareholding (55,61,113 equity shares of Rs.10/- each fully paid amounting to paid-up capital of Rs. 5,56,11,130) in Samyama Jyothi Solar Energy Private Limited.
During the year under review, your Company had disinvested from a Joint Venture company namely Sun Mobility EV Infra Private Limited (JVCo) by sale of 15,00,000 Equity shares of Rs.10/- each on October 18, 2021. Further, 1,20,00,000 optionally convertible redeemable preference shares of Rs.10/- each of JVCO held by the Company were also redeemed on October 18, 2021. Pursuant to the aforesaid transactions, Sun Mobility EV Infra Private Limited ceased to be the Joint Venture of the Company and Mr. Vijay Shrinivas, who was a representative Director of the Company on the Board of JVCO, resigned from the Board of JVCO w.e.f. 18 October 2021.
A statement containing salient features of the financial statements of the Company’s subsidiary step down subsidiary and joint venture is attached to the financial statements of the Company in Form AOC-1 as Annexure ‘IV’ .
Copies of the financial statement of the subsidiary will be available on the Company’s website www.indagrubber. com. The company has framed a Policy for determining Material Subsidiary. Contribution of subsidiary(ies) to the overall performance of the company is given in Note “45” of the consolidated financial statements.
RELATED PARTY TRANSACTIONS
All related party transactions entered by the company during the financial year were in the ordinary course of business and at arm’s length basis, were entered with the omnibus/prior approval of the Audit Committee, which were periodically placed before the Board for review. The details of the transactions with related party are provided in the company’s financial statements in accordance with the applicable provisions / Accounting Standards.
The company has a policy on materiality of and dealing with Related Party Transactions, as approved by the Board, which is available at its website www.indagrubber.com.
AUDITORS
Khanna & Annadhanam, Chartered Accountants, the Statutory Auditors of the Company were appointed in the 38th Annual General Meeting held on June 19, 2017 for a period of 5 (five) consecutive years to hold the office until the conclusion of 43rd Annual General Meeting of the Company. Khanna & Annadhanam will complete their first term of 5 (five) consecutive years as the Statutory Auditors of the Company at the conclusion of the ensuing Annual General Meeting of the Company. Pursuant to Section 139(2) of the Act, your Board of Directors recommend to re-appoint Khanna & Annadhanam as statutory auditors of the Company for a second term of five consecutive years commencing from the conclusion of the 43rd Annual General Meeting till the conclusion of the 48th Annual General Meeting of the Company, at fee specified in this Annual Report.
Khanna & Annadhanam have consented to the said reappointment, and confirmed that their reappointment, if made, would be within the limits specified under Section 141(3)(g) of the Act, 2013. They have further confirmed that they are not disqualified to be re-appointed as the Statutory Auditor in terms of the provisions of the Sections 139(1), 141(2) and 141(3) of the Act, and the provisions of the Companies (Audit and Auditors) Rules, 2014, as amended from time to time.
There are no qualifications, reservation, or remarks made by the Auditors in their Report.
SECRETARIAL AUDIT
Secretarial Audit was conducted during the year by the Secretarial Auditor RMG & Associates, Practicing Company Secretaries. The Secretarial Auditors Report is attached as Annexure ‘V’ . There are no qualifications or observations or remarks made by the Secretarial Auditor in their report.
22
COST AUDITORS
Based on the recommendation of Audit Committee, the Board approved the appointment of Shome & Banerjee, Cost Accountants, as the Cost Auditors of the company for the financial year 2022-2023 at a remuneration of Rs. 1,50,000/- plus out of pocket expenses and taxes. The proposed remuneration of the Cost Auditors would be approved by the members in the ensuing General Meeting.
In terms of Section 148 of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014 the cost accounts and records are being made and maintained by the company.
Cost Audit Report for the financial year ended on March 31, 2021 was filed on 30 August 2021.
REPORTING OF FRAUDS BY AUDITORS
During the year under review, none of the Auditors have reported to the Audit Committee, or to the Board, under section 143(12) of the Companies Act, 2013, any instances of fraud committed against the Company by its officers or employees.
LOANS, GUARANTEES OR INVESTMENTS
The company has made investments in securities of other body corporate(s), the details of which are given in Note ‘6 & 12’ to Financial Statements, which are within the limits prescribed under Section 186 of the Companies Act, 2013.
DEPOSIT
Your company has not accepted any deposit and, accordingly no amount was outstanding as at the Balance Sheet date.
MANAGEMENT DISCUSSION & ANALYSIS REPORT
Management Discussion and Analysis Report for the year under review, as stipulated under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, is annexed herewith as Annexure ‘VI’ to this Report.
The development and implementation of risk management policy has been covered in the Management Discussion and Analysis Report.
EXTRACT OF ANNUAL RETURN
The particular required to be furnished under Section 92(3) read with Section 134(3) of the Companies Act, 2013 and with Companies (Management and Administration) Rules, 2014 as prescribed be available at company’s website link at https://indagrubber.com/investorrelation/detail/1/1
LISTING
The equity shares of your Company are listed on the BSE Limited.
DEMATERIALISATION OF SHARES
The shares of your Company are being traded in electronic form and the Company has established connectivity with both the depositories i.e. National Securities Depository Limited (NSDL) and Central Depository Services (India) Limited (CDSL). In view of the numerous advantages offered by the depository system, members are requested to avail the facility of dematerialization of shares with either of the depositories as aforesaid. As on March 31, 2022, 99.11% of the share capital stands dematerialized.
CORPORATE GOVERNANCE
A separate report of the Board of Directors of the Company on Corporate Governance is included in the Annual Report.
23
CODE OF CONDUCT
Directors, key managerial personnel and senior management of the company have confirmed compliance with the Code of Conduct applicable to the directors and employees of the company and the declaration in this regard made by the CEO & Whole Time Director forms a part of this report of the directors. Code of Conduct is available on the company’s website www.indagrubber.com.
COMPLIANCE CERTIFICATE ON CORPORATE GOVERNANCE
The certificate from RMG & Associates, Practicing Company Secretaries confirming compliance with the requirements of Corporate Governance as stipulated in Schedule V of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 forms part of the Annual report.
COMPLIANCE WITH SECRETARIAL STANDARD
Secretarial Standard 1: Meetings of the Board of Directors and Secretarial Standard 2: General Meetings, as applicable have been complied with by the company.
DISCLOSURE WITH RESPECT TO DEMAT SUSPENSE ACCOUNT/UNCLAIMED SUSPENSE ACCOUNT-
| Particulars | Particulars | Number of shareholders |
Number of shares |
|---|---|---|---|
| A. | Aggregate number of shareholders and the outstanding shares in the suspense account lyingat the beginningof theyear |
82 | 27000 |
| B. | Number of shareholders who approached listed entity for transfer of shares from suspense account duringtheyear |
2 | 2250 |
| C. | Number of shareholders to whom shares were transferred from suspense account duringtheyear |
2 | 2250 |
| D. | Number of shareholders who have not claimed dividend for last 7 years, and whose shares have been transferred to IEPF account of MCA from Demat Suspense Account |
18 | 5750 |
| E. | Aggregate number of shareholders and the outstanding shares in the suspense account lyingat the end of theyear |
62 | 19000 |
ANNEXURES FORMING A PART OF BOARD’S REPORT
The Annexure referred to in this Report and other information which are required to be disclosed are annexed herewith and form a part of this Report:
| Annexure | Particulars |
|---|---|
| I | Particulars of Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo |
| II | Report on Corporate Social Responsibility |
| III | Particulars of Employees under Section 134(3)(q) and Section 197(12) of the Companies Act, 2013 |
| IV | Form AOC-1 |
| V | Secretarial Audit Report |
| VI | Management Discussion and Analysis Report |
CAUTIONARY STATEMENT
Statements in this report, describing the Company’s objectives, expectations and/or anticipations may be forward looking within the meaning of applicable Securities Law and Regulations.
Actual results may differ materially from those stated in the statement. Important factors that could influence the Company’s operations include global and domestic supply and demand conditions affecting selling prices of finished goods, availability of inputs and their prices, changes in the Government policies, regulations, tax laws, economic developments within the country and outside and other factors such as litigation and industrial relations.
24
The Company assumes no responsibility in respect of the forward-looking statements, which may undergo changes in future on the basis of subsequent developments, information or events.
DIRECTOR’S RESPONSIBILITY STATEMENT
Your Directors wish to inform members that the Audited Accounts containing Financial Statements for the Financial Year 2021-22 are in conformity with the requirements of the Companies Act, 2013. They believe that the Financial Statements reflect fairly, the form and substance of transactions carried out during the year and reasonably present the Company’s financial condition and results of operation.
In terms of provisions of Section 134(3)(c) of the Companies Act, 2013, your Directors further confirm as under:
-
i) That in preparation of the annual accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures;
-
ii) That the Directors had 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 financial period and of profit or loss of the Company for that period;
-
iii) That the Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the applicable provisions for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;
-
iv) That the Directors have prepared the annual accounts on a “going concern basis”.
-
v) That the Directors had laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively; and
-
vi) That the Directors had devised proper system to ensure compliance with the provision of all applicable laws and that such systems were adequate and operating effectively.
The Company’s Internal Auditors have conducted periodic audits to provide reasonable assurance that the Company’s approved policies and procedures have been followed.
APPRECIATIONS
Your Directors wish to place on record their appreciation for the continuous support received from the members, customers, suppliers, bankers, various statutory bodies of the Government of India and the Company’s employees at all levels.
For and on behalf of the Board of Directors Indag Rubber Limited
Place : New Delhi Date : April 23, 2022
Nand Lal Khemka Chairman & Managing Director DIN: 00211084
25
Annexure- I
A. Conservation of Energy
-
(i) Steps taken or impact on conservation of energy are as under-
-
All fluorescent tubes and bulbs were changed to LED lights at plant.
-
At Calander 75 KW DC motor replaced with 30 KW AC motor
-
Mixer 1 Water circulation put on auto there by reducing load on motor. Earlier it was connected with extruder running.
-
Auto cut of Heating unit of Extruder TCU installed only for initial operation of extruder.
-
(ii) Steps undertaken by the company for utilizing alternate source of energy:
-
Solar power rooftop of 35 KV is being used at Nalagarh plant as an alternate source of energy.
(iii) Capital investment on energy conservation equipments:
- During the current financial year, no capital expenditure has been incurred on energy conservation equipments
B. Technology Absorption, Research and Development (R&D)
The company has not imported any technology during the last three years.
C. Research and development (R&D):
Sustained R&D efforts are being made by the Company to improve product quality.
| Sl.no. | Particulars | Amount (Rs. in lakh) |
|---|---|---|
| 1 | Capital expenditure in R&D | 1.17 |
| 2 | Revenue expenditure in R&D | 10.01 |
| 3 | Expenditure on Salary with respect to R&D | NIL |
D. Foreign Exchange Earning and Outgo
Total Foreign Exchange used and earned:
| Foreign Exchange Earning and Outgo Total Foreign Exchange used and earned: |
||
|---|---|---|
| Particulars | 2021-22 (Rs. in lakh) |
2020-21 (Rs. in lakh) |
| Foreign Exchange earned | 366.12 | 295.38 |
| Foreign Exchange used | 49.99 | 5.24 |
For and on behalf of the Board of Directors Indag Rubber Limited
Place : New Delhi Date : April 23, 2022
Nand Lal Khemka Chairman & Managing Director DIN: 00211084
26
Annexure- II
Annual Report on CSR Activities for the Financial Year ended on March 31, 2022.
1. Brief outline on CSR Policy of the Company:
-
(a) Company would spend not less than 2% of the average net profit of the company, calculated in accordance with Section 198 of the Companies Act, 2013, made during the three immediately preceding Financial Year.
-
(b) CSR activities shall be undertaken by the company as prescribed under Schedule VII of the Companies Act, 2013.
-
(c) Company will give preference to conduct CSR activities in Nalagarh (Himachal Pradesh), National Capital Region (Delhi) and Nabha (Punjab) such other State(s) in India wherein the company has its operation; and
-
(d) Board may decide to undertake the activities either by itself or through a registered trust or a registered society or a company established by the company, or its holding or subsidiary or associate company under Section 8 of the Act or otherwise.
Company has been carrying out CSR activities mainly in the field of promoting education, rural area development, empowerment of weaker section, environment sustainability, sanitation, healthcare, vocational skills and livelihood enhancement etc.
2. Composition of CSR Committee:
| Sl. No. |
Name of Director | Designation/ Nature of Directorship |
Number of meetings of CSR Committee held during the year |
Number of meetings of CSR Committee attended during the year |
|---|---|---|---|---|
| 1. | Mr. Nand Lal Khemka | Chairman | 04 | 04 |
| 2. | Mr. Prithvi Raj Khanna | Member | 04 | 04 |
| 3. | Shiv Vikram Khemka | Member | 04 | 04 |
| 4. | Uday Harsh Khemka | Member | 04 | 04 |
| 5. | Mr. Vijay Shrinivas* | Member | 04 | 03 |
| 6. | Mr. K.K. Kapur* | Member | 04 | 01 |
*Mr. K.K. Kapur ceased to be the member of the Committee w.e.f. May 31, 2021 and Mr. Vijay Shrinivas was appointed as the member of the Committee on June 01, 2021.
3.
Web-link where CSR Policy and CSR projects approved by the board are disclosed on the website of the company: The Board adopted the CSR policy, which is uploaded at Company website the web link for the same is https://indagrubber.com/uploads/document/CSR_Policy1.pdf.
Details of the CSR activities undertaken at Indag are detailed in this report and the CSR projects approved by the Board can be accessed at - https://indagrubber.com/investorrelation/detail/1/9
4.
Details 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 (attach the report): Not Applicable
5. Details of the amount available for set off in pursuance of sub-rule (3) of rule 7 of the Companies (Corporate Social responsibility Policy) Rules, 2014 and amount required for set off for the Financial Year, if any:
6.
7.
| Sl. No. |
Financial Year | Amount available for set-off frompreceding Financial Years(in Rs.) |
Amount required to be set-off for the Financial Year, if any (in Rs.) |
|---|---|---|---|
| Nil |
-
Average net profit of the Company as per section 135(5): Rs. 10,74,37,000
-
(a) Two percent of average net profit of the Company as per section 135(5): Rs. 21,50,000
Add: Amount unspent brought forward: Nil
- (b) Surplus arising out of the CSR projects or programmes or activities of the previous Financial Years: Nil
(c) Amount required to be set off for the financial year, if any: Nil
(d) Total CSR obligation for the Financial Year (7a+7b-7c): Rs. 21,50,000
8.
- (a) CSR amount spent or unspent for the Financial Year: Rs. 33,75,067
| Total Amount Spent for the Financial Year. (In Rs.) |
Amount Unspent(In Rs.) | Amount Unspent(In Rs.) | Amount Unspent(In Rs.) | Amount Unspent(In Rs.) | Amount Unspent(In Rs.) |
|---|---|---|---|---|---|
| Total Amount transferred to Unspent CSR Account asper section 135(6). |
Amount transferred to any fund specifed under Schedule VII asper secondproviso to section 135(5). |
||||
| Amount. | Date of transfer. | Name of the Fund | Amount. | Date of transfer. | |
| Nil | Nil | Nil | Nil | Nil |
27
| (b) Details of CSR amount spent against on-going projects for the Financial Year: |
(11) | Mode of Implementation -Through Implementing Agency |
CSR Registration number. |
Nil | (c) Details of CSR amount spent against other than on-going projects for the Financial Year: |
(8) | Mode of Implementation - Through Implementing Agency |
CSR Registration number. |
CSR00000083 | CSR00000802 | NA | NA | NA | NA | NA | |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Name | ||||||||||||||||
| Name | Youthreach | The Nabha Foundation |
NA | NA | NA | NA | NA | |||||||||
| (10) | Mode of Imple- men- tation Direct (Yes/ No). |
|||||||||||||||
| (9) | Amount transferred to Unspent CSR Account for the project as per Section 135(6) (in Rs.). |
(7) | Mode of implementation - Direct (Yes/ No). |
No | No | Yes | Yes | Yes | Yes | Yes | ||||||
| (6) | Amount spent for the project (in Rs.) |
5,00,000 | 25,00,000 | 2,25,000 | 46,000 | 61,301 | 31,700 | 11,066 | 33,75,067 | |||||||
| (8) | Amount spent in the current Financial Year (in Rs.). |
|||||||||||||||
| (5) | Location of the project. |
District | Nalagarh | Nabha | Nalagarh | Nalagarh | Nalagarh | Nalagarh | Nalagarh | Total | ||||||
| (7) | Amount allocated for the project (in Rs.). |
|||||||||||||||
| State | Himachal Pradesh |
Punjab | Himachal Pradesh |
Himachal Pradesh |
Himachal Pradesh |
Himachal Pradesh |
Himachal Pradesh |
|||||||||
| (6) | Project duration. |
|||||||||||||||
| (4) | Local area (Yes/ No). |
Yes | No | Yes | Yes | Yes | Yes | Yes | ||||||||
| (5) | Location of the project. |
District | ||||||||||||||
| (3) | Item from the list of activities in Schedule VII to the Act. |
Promoting health care including preventive health care and Sanitation. |
Promoting Education | Promoting Education | Environmental Sustainability |
Rural development | Rural development | Promoting health care including preventive health care and Sanitation. |
||||||||
| State | ||||||||||||||||
| (4) | Local area (Yes/ No). |
|||||||||||||||
| (3) | Item from the list of activities in Schedule VII to the Act. |
(2) | Name of the Project | Project Chetna | Support to Primary Schools |
Support to orphan students |
Cleaning of Panchayat surroundings and cleaning of waste at Bus Stand |
Infrastructural Assistance | Promote rural sports | Assistance for medical treatement to road accident victims |
||||||
| (2) | Name of the Project |
|||||||||||||||
| (1) | Sl. No. |
(1) | Sl. No. |
1 | 2 | 3 | 4 | 5 | 6 | 7 |
28
| (e) Amount spent on Impact Assessment, if applicable:Nil (f) Total amount spent for the Financial Year (8b+8c+8d+8e):33,75,067 (g) Excess amount for set off, if any |
Sl. No. Particular Amount (In Rs.) (i) Two percent of average net proft of the company as per section 135(5) 21,50,000 (ii) Total amount spent for the Financial Year 33,75,067 (iii) Excess amount spent for the Financial Year [(ii)-(i)] 12,25,067 (iv) Surplus arising out of the CSR projects or programmes or activities of the previous Financial Years, if any Nil (v) Amount available for set off in succeeding Financial Years [(iii)-(iv)] 12,25,067 9. (a) Details of Unspent CSR amount for the preceding three Financial Years: |
Sl. No. Particular Amount (In Rs.) (i) Two percent of average net proft of the company as per section 135(5) 21,50,000 (ii) Total amount spent for the Financial Year 33,75,067 (iii) Excess amount spent for the Financial Year [(ii)-(i)] 12,25,067 (iv) Surplus arising out of the CSR projects or programmes or activities of the previous Financial Years, if any Nil (v) Amount available for set off in succeeding Financial Years [(iii)-(iv)] 12,25,067 9. (a) Details of Unspent CSR amount for the preceding three Financial Years: |
Sl. No. Particular Amount (In Rs.) (i) Two percent of average net proft of the company as per section 135(5) 21,50,000 (ii) Total amount spent for the Financial Year 33,75,067 (iii) Excess amount spent for the Financial Year [(ii)-(i)] 12,25,067 (iv) Surplus arising out of the CSR projects or programmes or activities of the previous Financial Years, if any Nil (v) Amount available for set off in succeeding Financial Years [(iii)-(iv)] 12,25,067 9. (a) Details of Unspent CSR amount for the preceding three Financial Years: |
Sl. No. Particular Amount (In Rs.) (i) Two percent of average net proft of the company as per section 135(5) 21,50,000 (ii) Total amount spent for the Financial Year 33,75,067 (iii) Excess amount spent for the Financial Year [(ii)-(i)] 12,25,067 (iv) Surplus arising out of the CSR projects or programmes or activities of the previous Financial Years, if any Nil (v) Amount available for set off in succeeding Financial Years [(iii)-(iv)] 12,25,067 9. (a) Details of Unspent CSR amount for the preceding three Financial Years: |
Sl. No. Particular Amount (In Rs.) (i) Two percent of average net proft of the company as per section 135(5) 21,50,000 (ii) Total amount spent for the Financial Year 33,75,067 (iii) Excess amount spent for the Financial Year [(ii)-(i)] 12,25,067 (iv) Surplus arising out of the CSR projects or programmes or activities of the previous Financial Years, if any Nil (v) Amount available for set off in succeeding Financial Years [(iii)-(iv)] 12,25,067 9. (a) Details of Unspent CSR amount for the preceding three Financial Years: |
Sl. No. Particular Amount (In Rs.) (i) Two percent of average net proft of the company as per section 135(5) 21,50,000 (ii) Total amount spent for the Financial Year 33,75,067 (iii) Excess amount spent for the Financial Year [(ii)-(i)] 12,25,067 (iv) Surplus arising out of the CSR projects or programmes or activities of the previous Financial Years, if any Nil (v) Amount available for set off in succeeding Financial Years [(iii)-(iv)] 12,25,067 9. (a) Details of Unspent CSR amount for the preceding three Financial Years: |
Sl. No. Preceding Financial Year. Amount transferred to Unspent CSR Account under section 135 (6) (in Rs.) Amount spent in the reporting Financial Year (in Rs.). Amount transferred to any fund specifed underSchedule VII as per section 135(6), if any. Amount remaining to be spent in succeeding Financial Years. (in Rs.) Name of the Fund Amount (in Rs). Date of transfer. 1 2020-21 Nil - Nil Nil Nil Nil 2 2019-20 Nil 198000 Nil Nil Nil Nil 3 2018-19 Nil - Nil Nil Nil Nil Total 198000 (b) Details of CSR amount spent in the Financial Year for on-going projects of the preceding Financial Year(s): |
Sl. No. Preceding Financial Year. Amount transferred to Unspent CSR Account under section 135 (6) (in Rs.) Amount spent in the reporting Financial Year (in Rs.). Amount transferred to any fund specifed underSchedule VII as per section 135(6), if any. Amount remaining to be spent in succeeding Financial Years. (in Rs.) Name of the Fund Amount (in Rs). Date of transfer. 1 2020-21 Nil - Nil Nil Nil Nil 2 2019-20 Nil 198000 Nil Nil Nil Nil 3 2018-19 Nil - Nil Nil Nil Nil Total 198000 (b) Details of CSR amount spent in the Financial Year for on-going projects of the preceding Financial Year(s): |
Sl. No. Preceding Financial Year. Amount transferred to Unspent CSR Account under section 135 (6) (in Rs.) Amount spent in the reporting Financial Year (in Rs.). Amount transferred to any fund specifed underSchedule VII as per section 135(6), if any. Amount remaining to be spent in succeeding Financial Years. (in Rs.) Name of the Fund Amount (in Rs). Date of transfer. 1 2020-21 Nil - Nil Nil Nil Nil 2 2019-20 Nil 198000 Nil Nil Nil Nil 3 2018-19 Nil - Nil Nil Nil Nil Total 198000 (b) Details of CSR amount spent in the Financial Year for on-going projects of the preceding Financial Year(s): |
Sl. No. Preceding Financial Year. Amount transferred to Unspent CSR Account under section 135 (6) (in Rs.) Amount spent in the reporting Financial Year (in Rs.). Amount transferred to any fund specifed underSchedule VII as per section 135(6), if any. Amount remaining to be spent in succeeding Financial Years. (in Rs.) Name of the Fund Amount (in Rs). Date of transfer. 1 2020-21 Nil - Nil Nil Nil Nil 2 2019-20 Nil 198000 Nil Nil Nil Nil 3 2018-19 Nil - Nil Nil Nil Nil Total 198000 (b) Details of CSR amount spent in the Financial Year for on-going projects of the preceding Financial Year(s): |
Sl. No. Preceding Financial Year. Amount transferred to Unspent CSR Account under section 135 (6) (in Rs.) Amount spent in the reporting Financial Year (in Rs.). Amount transferred to any fund specifed underSchedule VII as per section 135(6), if any. Amount remaining to be spent in succeeding Financial Years. (in Rs.) Name of the Fund Amount (in Rs). Date of transfer. 1 2020-21 Nil - Nil Nil Nil Nil 2 2019-20 Nil 198000 Nil Nil Nil Nil 3 2018-19 Nil - Nil Nil Nil Nil Total 198000 (b) Details of CSR amount spent in the Financial Year for on-going projects of the preceding Financial Year(s): |
Sl. No. Preceding Financial Year. Amount transferred to Unspent CSR Account under section 135 (6) (in Rs.) Amount spent in the reporting Financial Year (in Rs.). Amount transferred to any fund specifed underSchedule VII as per section 135(6), if any. Amount remaining to be spent in succeeding Financial Years. (in Rs.) Name of the Fund Amount (in Rs). Date of transfer. 1 2020-21 Nil - Nil Nil Nil Nil 2 2019-20 Nil 198000 Nil Nil Nil Nil 3 2018-19 Nil - Nil Nil Nil Nil Total 198000 (b) Details of CSR amount spent in the Financial Year for on-going projects of the preceding Financial Year(s): |
(1) (2) (3) (4) (5) (6) (7) (8) (9) Sl. No. Project ID. Name of the Project. Financial Year in which the project was commenced. Project duration. Total amount allocated for the project (in Rs.). Amount spent on the project in the reporting Financial Year. (in Rs). Cumulative amount spent at the end of reporting Financial Year. (in Rs.) Status of the project - Completed / Ongoing. Nil 10. In case of creation or acquisition of capital asset, furnish the details relating to the asset so created or acquired through CSR spent in the Financial Year:Nil (asset-wise details) (a) Date of creation or acquisition of the capital asset(s). (b) Amount of CSR spent for creation or acquisition of capital asset. (c) Details of the entity or public authority or benefciary under whose name such capital asset is registered, their address etc. (d) Provide details of the capital asset(s) created or acquired (including complete address and location of the capital asset). 11. Specify the reason(s), if the company has failed to spend two per cent of the average net proft as per section 135(5):Not Applicable Place : New Delhi Date : April 23, 2022 Vijay Shrinivas (Chief Executive Offcer & WTD) DIN: 08337007 Nand Lal Khemka Chairman & Managing Director DIN: 00211084 |
(1) (2) (3) (4) (5) (6) (7) (8) (9) Sl. No. Project ID. Name of the Project. Financial Year in which the project was commenced. Project duration. Total amount allocated for the project (in Rs.). Amount spent on the project in the reporting Financial Year. (in Rs). Cumulative amount spent at the end of reporting Financial Year. (in Rs.) Status of the project - Completed / Ongoing. Nil 10. In case of creation or acquisition of capital asset, furnish the details relating to the asset so created or acquired through CSR spent in the Financial Year:Nil (asset-wise details) (a) Date of creation or acquisition of the capital asset(s). (b) Amount of CSR spent for creation or acquisition of capital asset. (c) Details of the entity or public authority or benefciary under whose name such capital asset is registered, their address etc. (d) Provide details of the capital asset(s) created or acquired (including complete address and location of the capital asset). 11. Specify the reason(s), if the company has failed to spend two per cent of the average net proft as per section 135(5):Not Applicable Place : New Delhi Date : April 23, 2022 Vijay Shrinivas (Chief Executive Offcer & WTD) DIN: 08337007 Nand Lal Khemka Chairman & Managing Director DIN: 00211084 |
(1) (2) (3) (4) (5) (6) (7) (8) (9) Sl. No. Project ID. Name of the Project. Financial Year in which the project was commenced. Project duration. Total amount allocated for the project (in Rs.). Amount spent on the project in the reporting Financial Year. (in Rs). Cumulative amount spent at the end of reporting Financial Year. (in Rs.) Status of the project - Completed / Ongoing. Nil 10. In case of creation or acquisition of capital asset, furnish the details relating to the asset so created or acquired through CSR spent in the Financial Year:Nil (asset-wise details) (a) Date of creation or acquisition of the capital asset(s). (b) Amount of CSR spent for creation or acquisition of capital asset. (c) Details of the entity or public authority or benefciary under whose name such capital asset is registered, their address etc. (d) Provide details of the capital asset(s) created or acquired (including complete address and location of the capital asset). 11. Specify the reason(s), if the company has failed to spend two per cent of the average net proft as per section 135(5):Not Applicable Place : New Delhi Date : April 23, 2022 Vijay Shrinivas (Chief Executive Offcer & WTD) DIN: 08337007 Nand Lal Khemka Chairman & Managing Director DIN: 00211084 |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Amount (In Rs.) | 21,50,000 | 33,75,067 | 12,25,067 | Nil | 12,25,067 | Amount remaining to be spent in succeeding Financial Years. (in Rs.) |
Nil | Nil | Nil | (9) | Status of the project - Completed / Ongoing. |
Nil | |||
| (8) | Cumulative amount spent at the end of reporting Financial Year. (in Rs.) |
||||||||||||||
| Amount transferred to any fund specifed underSchedule VII as per section 135(6), if any. |
Date of transfer. |
Nil | Nil | Nil | |||||||||||
| Particular |
Two percent of average net proft of the company as per section 135(5) | Total amount spent for the Financial Year |
Excess amount spent for the Financial Year [(ii)-(i)] | Surplus arising out of the CSR projects or programmes or activities of the previous Financial Years, if any | Amount available for set off in succeeding Financial Years [(iii)-(iv)] | ||||||||||
| (7) | Amount spent on the project in the reporting Financial Year. (in Rs). |
||||||||||||||
Amount (in Rs). |
Nil | Nil | Nil | ||||||||||||
| (6) | Total amount allocated for the project (in Rs.). |
||||||||||||||
Name of the Fund |
Nil | Nil | Nil | ||||||||||||
| Amount spent in the reporting Financial Year (in Rs.). |
- | 198000 | - | 198000 | (5) | Project duration. |
|||||||||
| (4) | Financial Year in which the project was commenced. |
||||||||||||||
| Amount transferred to Unspent CSR Account under section 135 (6) (in Rs.) |
Nil | Nil | Nil | Total | |||||||||||
| (3) | Name of the Project. |
||||||||||||||
| Preceding Financial Year. |
2020-21 | 2019-20 | 2018-19 | (2) | Project ID. |
||||||||||
| Sl. No. | (i) | (ii) | (iii) | (iv) | (v) | ||||||||||
| Sl. No. |
1 | 2 | 3 | (1) | Sl. No. |
29
ANNEXURE-III
Particulars of Employees
PARTICULARS OF EMPLOYEES PURSUANT TO SECTION 134(3)(q) OF THE COMPANIES ACT, 2013 READ WITH RULE 5(1) OF THE COMPANIES (APPOINTMENT AND REMUNERATION OF MANAGERIAL PERSONNEL) RULES, 2014
| Requirements of Rule 5(1) | Requirements of Rule 5(1) | Details |
|---|---|---|
| (i) | the ratio of the remuneration of each director to the median remuneration of the employees of the company for the fnancial year; |
Mr. Nand Lal Khemka - 700 : 29 (2435%) Mr. Vijay Shrinivas (w.e.f. 1 June 2021) - 1106:29 (3848%) Mr. K K Kapur (upto 31 May 2021) - 701 : 29 (2441%) Mr. P R Khanna - 46:29 (159%) Mr. Raj Kumar Agrawal - 30:29 (104%) Ms. Bindu Saxena - 25:29 (87%) Mr. Harjiv Singh - 46:29 (159%) |
| (ii) | the percentage increase in remuneration of each director, Chief Financial Offcer, Chief Executive Offcer, Company Secretary or Manager, if any, in the fnancial year; |
Directors Mr. Nand Lal Khemka - 4.66% Mr. Vijay Shrinivas - N.A (appointed w.e.f. 01 June 2021) Mr. K K Kapur - N.A (ceased to be Director w.e.f. 31 May 2021) Mr. P R Khanna - (10.57%) Mr. Raj Kumar Agrawal - N.A (appointed w.e.f. 15 June 2021) Ms. Bindu Saxena - (3.23%) Mr. Harjiv Singh 155.81% Key Managerial Personnel* Mrs. Manali D Bijlani(CS) - 7.43% Mr Anil Bhardwaj(CFO) - N.A (appointed as KMP w.e.f 17 Feb 2021) |
| (iii) | the percentage increase in the median remuneration of employees in the fnancial year; |
-1.90% |
| (iv) | the number of permanent employees on the rolls of company; |
307 |
| (v) | average percentile increase already made in the salaries of employees other than the managerial personnel in the last fnancial year and its comparison with the percentile increase in the managerial remuneration and justifcation thereof and point out if there are any exceptional circumstances for increase in the managerial remuneration; |
"Average Salary decrease of non-managerial employees is 5.20% Average Salary increase of managerial employees (Directors) is 31.34%" |
| (vi) | affrmation that the remuneration is as per the remuneration policy of the company. |
Remuneration paid during the year ended March 31, 2022 is as per the Remuneration Policy of the Company |
*Mr. Vijay Shrinivas and Mr. Raj Kumar Agrawal were appointed as Director of the Company w.e.f. June 01, 2021 and June 15, 2021 respectively and Mr.K.K. Kapur ceased to be a Director of the Company w.e.f. May 31, 2021..
For and on behalf of the Board of Directors Indag Rubber Limited
Place : New Delhi Date : April 23, 2022
Nand Lal Khemka Chairman & Managing Director DIN: 00211084
30
| Last Employment | Arvind Ltd. | Promoter and Chairman of Indag Rubber Limited since incorpration |
ATC Tyre Ltd. | Shell India Market Pvt. Ltd. |
Continental India Ltd. |
Berger Paints Ltd. | J.K. Tyre Industries Ltd. |
Rajdoot Paints Ltd. | Michelin India Private Limited |
Shell India Markets Private Limited |
# Mr. Vijay Shrinivas was appointed as CEO &Wholetime Director w.e.f. June 01, 2021 (earlier designated as CCO). |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Age (in years) |
50 | 87 | 69 | 50 | 65 | 53 | 55 | 50 | 39 | 45 | |
| Exp. | 23 years |
Over 50 years |
46 years |
27 years |
47 years |
31 years |
31 years |
25 years |
15 years |
22 years |
|
| Date of Com- mencement of Employ- ment |
27.04.2018 | 02.06.1978 | 01.12.2010 | 10.11.2018 | 03.03.2015 | 01.07.2010 | 17.05.2010 | 08.03.2004 | 01.04.2019 | 04.05.2019 | |
| Qualifcations | B. Tech, MBA (IIFT) | MS in Foreign trade and masters Degree in Business Administration from Columbia Unoversity, New York, USA |
B.Sc. |
Management Programme (IIM Lucknow), B.SC(Computer Science) |
M.Sc Chemistry, LIRI |
B.Com., CMA | Dip in Elect, B.Sc, MBA | B.Sc. (Micro Biology Hons.), FCS, LL.B |
PGDBM Sales & MKTG, B.Sc. (Maths) |
PGDBM, B.E. .(Power Electronics |
|
| Gross Re- muneration received (Amt. in Rs.) |
1,42,37,196 | 82,41,935 | 48,35,699 | 43,52,670 | 36,59,694 | 35,37,386 | 30,86,196 | 26,60,306 | 22,75,790 | 21,96,046 | |
| Nature of Employment, whether contractual or otherwise |
Business Head (Contractual) |
Business Head (Contractual) |
Regular | Regular | Regular | Regular | Regular | Regular | Regular | Regular | |
| Relationship with other Directors |
Nil | Relative of Mr. Shiv Vikram Khemka and Mr. Uday Harsh Khemka |
Nil | Nil | Nil | Nil | Nil | Nil | Nil | Nil | |
| % of equity shares Designa- tion |
Nil | 0.07 | Nil | Nil | Nil | 0.00003 | Nil | Nil | Nil | Nil | |
| Designation | (a) Chief Commercial Offcer (upto 31.05.2021) (b) Chief Executive Offcer & Whole Time Director (w.e.f. 01.06.2021) |
Chairman cum Managing Director |
Sr. Genaral Manager (Plant) |
Sr. General Manager (Marketing) |
Sr.Deputy General Manager (Plant) |
General Manager (Accounts) & CFO |
General Manager (Sales & Marketing) |
Company Secretary |
DGM (Sales) | DGM (Sales) | |
| Name | Mr. Vijay Shrivivas# |
Mr. Nand Lal Khemka |
Mr. Bijendra Kashyap |
Mr. Rohit Kapoor |
Mr. Krishan Kumar Awasthi |
Mr. Anil Bhardwaj |
Mr. Arvind Dwivedi |
Ms. Manali D. Bijlani |
Mr. Govind Sharma |
Mr.Amit P Sahi |
|
| Sl. No. |
1 | 2 | 3 | 4 | 5 | 6 | 7 | 8 | 9 | 10 |
31
ANNEXURE-IV
Form AOC-1
(Pursuant to first proviso to sub-section (3) of section 129 read with rule 5 of Companies (Accounts) Rules, 2014) Statement containing salient features of the financial statements of subsidiaries/ associates companies/ joint ventures
Part “A”- Subsidiaries
| Sl. No. | Particulars | Details | Details |
|---|---|---|---|
| 1. | Sl. No. | 1 | 2 |
| 2. | Name of the subsidiary | SUN-AMP Solar India Private Limited (subsidiary of the Company) |
Samyama Jyothi Solar Energy Private Limited (ceased to be step down subsidiary w.e.f. August 5, 2021) |
| 3. | The date since when subsidiary was acquired |
October 13, 2016 | - |
| 4 | Reporting period for the subsidiary concerned, if different from the holdingcompany’s reporting period |
- | - |
| 5 | Reporting currency and Exchange rate as on the last date of the relevant Financial year in the case of foreign subsidiaries |
NA | - |
| 6. | Share Capital | 7,33,00,000 | 5,56,11,130 |
| 7. | Reserves and surplus | 20,29,597 | 2,25,44,016 |
| 8. | Total assets | 7,72,34,112 | 17,89,74,081 |
| 9. | Total liabilities | 19,04,515 | 10,08,18,936 |
| 10. | Investments | - | |
| 11. | Turnover | - | |
| 12. | Proft (loss) before taxation (includingOCI) |
1,96,62,640 | 28,41,889 |
| 13. | Provision for taxation | 19,04,515 | 4,43,335 |
| 14. | Proft (loss) after taxation (including OCI) |
1,77,58,125 | 23,98,554 |
| 15. | Proposed dividend | - | - |
| 16. | % of shareholding* | 51% | 100% |
The audited financial statements of the above subsidiaries have been drawn up to the same reporting date as that of the company i.e. March 31, 2021.
-
Names of subsidiaries which are yet to commence operations- Not Applicable
-
Names of subsidiaries which have been liquidated or sold during the year-
-
(a) The Board of Directors in their meeting held on 10th February 2022 have approved Voluntary winding up of SUN Amp Solar India (P) Limited (unlisted - non material subsidiary). The liquidator has been appointed on 28th March 2022 and the unaudited profit and loss account for the period 1st April 2021 to 27th March 2022 have been consolidated. The investment in Sun Amp has been valued at fair value amounting to Rs. 474.46 lakhs resulting in an appreciation of Rs. 179.11 lakhs which has been accounted for as other comprehensive income for the quarter and year ended 31st March 2022.
32
Part “B”: Associates and Joint Ventures
Statement pursuant to Section 129(3) of the Companies Act, 2013 related to Associate Companies and Joint Ventures
| Sl. No. | Name of Associates or Joint Ventures | Sun Mobility EV Infra Pvt. Ltd. (Joint Venture) (Formerly known as Alberieth EV Services Pvt. Ltd.) |
|---|---|---|
| 1. | Latest audited Balance Sheet Date | March 31, 2021 |
| 2. | Date on which the Associate or Joint Venture was associated or acquired |
February 18, 2019 |
| 3. | Shares of Associate or Joint Ventures held by the company on the year end |
- |
| Number of Equity shares of Rs.10/- each | - | |
| Number of Optionally Convertible Redeemable Preference Shares (OCRPS) of Rs.10/- each |
- | |
| Amount of Investment in Associates or Joint Venture | - | |
| Extent of Holding (in percentage) | - | |
| 4. | Description of how there is signifcant infuence | Not applicable |
| 5. | Reason why the associate/joint venture is not consolidated |
Consolidated till October 11, 2021. |
| 6. | Net worth attributable to shareholding as per latest audited Balance Sheet |
Rs. 13,29,56,399/- |
| 7. | Proft or (Loss) for the year(Up to October 11, 2021) | |
| i. Considered in Consolidation | (Rs. 47,41,218) | |
| ii. Not Considered in Consolidation | (Rs. 47,41,218) |
-
Names of associates or joint ventures which are yet to commence operations.- Not Applicable
-
Names of associates or joint ventures which have been liquidated or sold during the year.-
Sun Mobility EV Infra Pvt. Ltd. (Joint Venture) (Formerly known as Alberieth EV Services Pvt. Ltd.)
*The Company had subscribed 15 lakhs fully paid equity shares of the face value of Rs.10/- amounting to Rs.150 lakhs and 120 lakhs of fully paid preference shares of Rs.10 each amounting to Rs.1200 lakhs in a joint venture company. The Company has transferred the equity shares to the Joint Venture partner. The Joint Venture Company has redeemed the preference shares by a call option in October, 2021. The agreed price for redemption and transfer of shares price has resulted in gain of Rs.626.67 lakhs in standalone and Rs.745.97 lakhs in consolidated financial results for quarter and nine months ended December, 2021. For the purpose of consolidation, financial results of the JV company have been consolidated for the period upto 11.10.2021. The gap in the case of standalone and consolidated financial results is due to losses of JV of Rs.119.30lakhs reduced from the investments for the period 18.02.2019 to 11.10.2021.
For and on behalf of the Board of Directors
Nand Lal Khemka Chairman cum Managing Director DIN: 00211084
Vijay Shrinivas CEO and Whole Time Director DIN: 08337007
Place: New Delhi Date: April 23, 2022
Manali D. Bijlani Company Secretary
Anil Bhardwaj GM (Accounts) & CFO
33
Annexure-V
FORM NO. MR - 3
SECRETARIAL AUDIT REPORT FOR THE FINANCIAL YEAR ENDED ON MARCH 31, 2022
[Pursuant to Section 204(1) of the Companies Act, 2013 and Rule No. 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014]
To, The Members Indag Rubber Limited (CIN: L74899DL1978PLC009038) 11, Community Centre, Saket New Delhi -110017
We have conducted the secretarial audit of the compliance of the applicable statutory provisions and the adherence to good corporate practices by Indag Rubber Limited (hereinafter referred to as “ the Company ”), having its Registered Office situated at 11, Community Centre, Saket, New Delhi - 110017. 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/explanation 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 March 31, 2022 , complied with the statutory provisions 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, minute books, forms and returns filed and other records as maintained by the Company for the Financial Year ended on March 31, 2022 according to the provisions of:
-
I. The Companies Act, 2013 (‘the Act’) and the rules made thereunder;
-
II. The Securities Contracts (Regulation) Act, 1956 (‘SCRA’) and the rules made thereunder;
-
III. The Depositories Act, 1996 and the Regulations and Bye-laws framed thereunder;
-
IV. Foreign Exchange Management Act, 1999 and the rules and regulations made thereunder to the extent of Foreign Direct Investment, Overseas Direct Investment and External Commercial Borrowings;
-
V. The following Regulations and Guidelines prescribed under the Securities and Exchange Board of India Act, 1992 (‘SEBI Act’):
-
(a) The Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 including the provisions with regard to disclosures and maintenance of records required under the said Regulations;
-
(b) The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015;
-
(c) The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018 [Not Applicable as the Company has not issued any further share capital during the Financial Year under review];
-
(d) The Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 [Not applicable as the Company has not offered any shares or granted any options pursuant to any employee benefit scheme during the Financial Year under review];
-
(e) The Securities and Exchange Board of India (Issue and Listing of Non-Convertible Securities) Regulations, 2021 [Not applicable as the Company has not issued and listed any nonconvertible securities during the Financial Year under review];
34
-
(f) The Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) Regulations, 1993 regarding the Companies Act and dealing with client to the extent of securities issued [Not Applicable as the Company is not registered as Registrar to an Issue and Share Transfer Agent];
-
(g) The Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2021 [Not applicable as the Company has not delisted/proposed to delist its equity shares from any Stock Exchange during the Financial Year under review]; and
-
(h) The Securities and Exchange Board of India (Buy-back of Securities) Regulations, 2018 [Not applicable as the Company has not bought back/proposed to buy-back any of its securities during the Financial Year under review].
-
VI. Laws specifically applicable to the industry to which the Company belongs, as identified by the management, that is to say:
-
The Indian Boilers Act, 1923
-
The Indian Boiler Regulations, 1950
-
The Rubber Act, 1947
-
The Rubber Rules, 1955
For the compliances of Environmental Laws, Labour Laws & other General Laws, our examination and reporting is based on the documents, records and files as produced and shown to us and the information and explanations as provided to us, by the officers and management of the Company and to the best of our judgment and understanding of the applicability of the different enactments upon the Company, in our opinion there are adequate systems and processes exist in the Company to monitor and ensure compliance with applicable Environmental Laws, Labour Laws & other General Laws.
The compliance by the Company of applicable Financial Laws, like Direct and Indirect Tax Laws, hasnot been reviewed in this audit since the same have been subject to review by the statutory financial auditor and other designated professionals.
We have also examined compliance with the applicable clauses of the following:
-
Secretarial Standards with respect to Meetings of Board of Directors (SS-1) and General Meetings (SS-2) issued by the Institute of Company Secretaries of India. However, the stricter applicability of the Secretarial Standards is to be observed by the Company.
-
Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI LODR, 2015”).
-
General Circular Nos. 14/2020 dated April 08, 2020, 17/2020 dated April 13, 2020, 20/2020 dated May 05, 2020 and 02/2021 dated January 13, 2021 issued by the Ministry of Corporate Affairs and Circular Nos. SEBI/HO/CFD /CMD1/CIR/P/2020/79 dated May 12, 2020 and SEBI/HO/CFD/CMD2 /CIR/P/2021/11 dated January 15, 2021 issued by the Securities and Exchange Board of India to hold Extra-Ordinary General Meetings/ Annual General Meetings through Video Conferencing (VC) or Other Audio-Visual Means (OAVM).
-
Notification No. G.S.R 186 (E) dated March 19, 2020 read with Notification No. G.S.R 806(E) dated December30, 2020 issued by the Ministry of Corporate Affairs to conduct the Meetings of the Board or its Committees through Video Conferencing (VC) or Other Audio-Visual Means (OAVM).
During the period under review, the Company has complied with the provisions of the Act, Rules, Regulations, Guidelines, Standards, circulars, notifications etc. mentioned above.Further, it is recommended that for the better governance and compliance of the applicable laws to the Company, proper timelines and disclosures of the applicable provisions shall be followed in stricter sense.
35
We further report that
-
The Board of Directors of the Company is constituted with proper balance of Executive Directors, NonExecutive Directors, Independent Directors and Woman Director during the period under review. The following changes in the composition of the Board of Directors that took place during the period under review were carried out in compliance with the provisions of the Act:
-
i) Mr. KewalKrishan Kapur (DIN: 00745117) completed his tenure as Whole Time Director designated as Chief Executive Officer on May 31, 2021 and ceases to be the member of the Board and Committees.
-
ii) Mr. Vijay Shrinivas (DIN: 08337007) was appointed by Board of Directors as Additional Director in the category of Whole Time Director (Key Managerial Person designated as Chief Executive Officer) of the Company for the period of 3 years with effect from June 01, 2021 and the same has been approved by the Members of the Company in the Annual General Meeting held on September 30, 2021.
-
iii) Mr. Raj Kumar Agrawal (DIN: 00177578) was appointed as an Additional Independent Director of the company for the period of five years with effect from June 15, 2021 to June 14, 2026 and same has been approved by the Members of the Company in the Annual General Meeting held on September 30, 2021.
-
Adequate notice(s) were given to all directors to schedule the Board Meetings, agenda and detailed notes on agenda were sent generally seven days 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 decision is carried through, while the dissenting members’ views, if any, are captured and recorded as part of the minutes.
-
As per the records, the Company generally filed all the forms, returns, documents and resolutions as were required to be filed with the Registrar of Companies and other authorities and all the formalities relating to the same is in compliance with the Act.
-
As per the information provided by the Company, as the Mandatory details of the appointee directors pursuant to Regulation 36(3) of SEBI LODR, 2015 were inadvertently deleted at the time of final printing of Notice of Annual General Meeting. However, the said details were part of the explanatory statement attached for all such resolutions.
-
During the year under review, BSE has issued a show cause and initiated the proceedings for non-compliance of Regulation 18(2) of SEBI LODR, 2015 w.r.t composition of the Audit Committee. Consequently, a penalty of Rs. 139,420/- was imposed on the Company and demat accounts of all promoters were freezed. The same was duly challenged by the Company and necessary clarifications were submitted to the BSE. Based on the clarification and representation for waiver of penalty, BSE has waived off the penalty and demat accounts of promoters were defreezed.
We further report 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.
We further report that during the audit period the Company has following specific events/actions having a major bearing on the Company’s affairs in pursuance of the above referred laws, rules, regulations, guidelines, standards etc. referred to above:
-
The Board of Directors of the Company in its Meeting held on November 12, 2021, declared an interim dividend of Rs. 0.90/- per equity share having face value of Rs. 2/- each for the financial year 2021-2022. Further, pursuant to the recommendations of the Board of Directors, final dividend of Rs. 1.50/- per equity share of face value of Rs. 2/- each, paid for the financial year 2020-2021.
-
Sun Mobility EV Infra Private Limited shall ceased to Joint Venture Company, consequent to the sale of its entire holding of equity shares.
36
-
SamyamaJyothi Solar Energy Private Limited shall ceased to stepdown subsidiary of the Company w.e.f. August 5, 2021, consequent to sale of 100% shareholding in it by SUN AMP Solar India Private Limited (subsidiary of the Company).
-
The Board of the Directors approved the Voluntary Liquidation of its one of the subsidiary companies namely SUN-AMP Solar India Private Limited.
For RMG & Associates Company Secretaries Firm Registration No. P2001DE016100 Peer Review No.: 734 / 2020
Date: 23-04-2022 CS Manish Gupta Place: New Delhi Partner UDIN: F005123D000195709 FCS: 5123; C.P. No.: 4095
Note: This report is to be read with ‘Annexure’ attached herewith and form an integral part of this report.
Annexure
To,
The Members Indag Rubber Limited (CIN: L74899DL1978PLC009038) 11, Community Centre, Saket New Delhi -110017
Our Secretarial Audit Report of even date, for the financial year ended March 31, 2022 is to be read along with this letter:
-
It is the responsibility of management of the Company to maintain secretarial records, devise proper systems to ensure compliance with the provisions of all applicable laws and regulations and to ensure that the systems are adequate and operating effectively.
-
Our responsibility is to express an opinion on these secretarial records, standards and procedures followed by the Company with respect to secretarial compliances as produce before us.
-
We believe that audit evidence and information obtained from the Company’s management is adequate and appropriate for us to provide a basis for our opinion.
-
Wherever required, we have obtained the management’s representation about the compliance of laws, rules and regulations and happening of events etc.
-
The Secretarial Audit Report is neither an assurance as to future viability of the Company nor of the efficacy or effectiveness with which the management has conducted affairs of the Company.
-
We have not verified the correctness and appropriateness of financial records and Books of Accounts of the Company.
-
We have conducted verification & examination of records, as facilitated by the Company, for the purpose of issuing this Report.
For RMG & Associates Company Secretaries Firm Registration No. P2001DE016100 Peer Review No.: 734 / 2020
Date: 23-04-2022 CS Manish Gupta Place: New Delhi Partner UDIN: F005123D000195709 FCS: 5123; C.P. No.: 4095
37
ANNEXURE-VI
MANAGEMENT DISCUSSION AND ANALYSIS REPORT
INDUSTRY STRUCTURE AND DEVELOPMENTS
The tyre retreading industry witnessed a slowdown in economic activities due to localized lockdowns amid Covid-19 pandemic. Any potential upside post the early end of the omicron wave in Q4 FY’22 was offset by the ongoing geopolitical strife stemming from Russia’s invasion of Ukraine in February.
For FY’22, Diesel Consumption grew by 15% over previous year while Diesel prices went up 12% in the same period impacting the free cash flow level of fleet owners. This resulted in payment defaults to retreaders, forcing them to reduce credit exposure in the market.
OPPORTUNITIES AND THREATS
Increasing Radialization, Higher Capacity Trucks & Regulatory action against overloading have contributed to faster movement of goods. Additionally, Focus by GoI and state governments on infrastructure outlay has led to an improved road network in terms of Quality and Quantity.
These are positive developments for the logistics, tyre & retreading industry.
Covid has further strained finances of fleet operators who were already facing headwinds due to poor fleet utilization levels, increased fuel prices and consequent cash flow issues. Hence, they are more likely to favorably consider retreading solutions over new tyres.
For CY’21, replacement market MHCV Truck & Bus tyre production was 154 Lacs, most of these tyres would be coming for retreading in FY’23 & FY’24, signaling a positive outlook for the retreading industry in the coming years.
Formalization of the businesses, due to Demonetization & implementation of G.S.T. is a growth lever, as only 50% of the retreading industry is currently organized, the other 50% is likely to be organized in the coming years, gradually. Currently, retreading is expected to be around 2/3rd of new tyre replacement industry, with all key drivers mentioned above, we anticipate it to be 1:1 ratio between retreaded tyres and new tyres in the coming years.
Fleets have leveraged new age technologies like RFID, GPS Tracking Systems, Cloud & other IoT Devices in Fleets to improve productivity. These would act as enablers for introduction of Cost per Km or Pay-per-use models.
Covid-19 pandemic and the Russia-Ukraine war have caused supply chain disruptions throughout the year, leading to an unprecedented rise in commodity prices of raw materials stressing the profit margins for retreading material manufacturers, new tyre companies & retreaders. Additionally, on a conservative margin a radial tyre gives at least 50% more mileage than a bias tyre and thus contracting the total demand in tyre replacement market proportionally.
OUTLOOK
Key drivers for a long term growth would be strong demand in new tyre replacement, increased investments in road infrastructure by the government & formalization of business in the retreading industry. On the other hand, Global inflation has reached an all-time high, impacting commodity prices of raw materials, resulting in reduced operating margins for new tyre as well as retread material manufacturer’s.
Indag has taken corrective measures to optimize costs, improve quality and focus on increasing outreach to improve brand presence by strengthening organized retreaders and focusing on fleets. Thus, creating value for fleet owners & operators by bringing down tyre costs and reducing cost per km.
38
RISKS AND CONCERNS
The company has laid down a well-defined risk management mechanism covering the risk mapping and trend analysis, risk exposure, potential impact and risk mitigation process. A detailed exercise is being carried out to identify, evaluate, manage and monitor various risks. The Audit Committee and the Board periodically review the risks and suggest steps to be taken to manage/ mitigate the same through a properly defined framework.
During the year, a risk analysis and assessment was conducted and no major risks were noticed, which may threaten the existence of the company.
INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY
The Company has adequate internal control systems and procedures designed to effectively control the operations at its Head Office, Plants and Depots. The internal control systems are designed to ensure that the financial and other records are reliable for the preparation of financial statements and for maintaining assets. The Company has well designed Standard Operating Procedures.
Independent Internal Auditors conduct audit covering a wide range of operational matters and ensure compliance with specified standards. Planned periodic reviews are carried out by Internal Audit. The findings of Internal Audit are reviewed by the top management and by the Audit Committee of the Board of Directors.
Based on the deliberations with Statutory Auditors to ascertain their views on the financial statements including the Financial Reporting System and Compliance to Accounting Policies and Procedures, the Audit Committee was satisfied with the adequacy and effectiveness of the Internal Controls and Systems followed by the company.
DISCUSSION ON FINANCIAL PERFORMANCE WITH RESPECT TO OPERATIONAL PERFORMANCE
The financial statements have been prepared in accordance with the requirement of the Companies Act, 2013 and applicable Accounting Standards issued by the Institute of Chartered Accountant of India.
and applicable Accounting Standards issued by |
and applicable Accounting Standards issued by |
the Institute of Chartered Accountant of India. |
the Institute of Chartered Accountant of India. |
the Institute of Chartered Accountant of India. |
the Institute of Chartered Accountant of India. |
|---|---|---|---|---|---|
| (Rs. in Lakh) | |||||
| Sl. No. | Particulars | Year ended | Year ended | ||
| March 31, 2022 |
March 31, 2021 |
March 31, 2022 |
March 31, 2021 |
||
| Standalone | Consolidated | ||||
| 1. | Revenue from operations | 16,692.52 | 16,984.43 | 16,692.52 | 16,984.43 |
| Other income | 640.98 | 403.82 | 648.04 | 403.95 | |
| 2. | Total income | 17333.50 | 17388.25 | 17340.56 | 17,388.38 |
| 3. | Expenses | ||||
| Cost of materials consumed | 12,150.73 | 10,053.36 | 12,150.73 | 10,053.36 | |
| Purchases of stock in trade |
17.55 | 32.47 | 17.55 | 32.47 | |
| Changes in inventories of fnished goods, stock-in-trade and work in progress |
(152.44) | 673.50 | (152.44) | 673.50 | |
| Employee benefts expense | 2,065.85 | 2,095.25 | 2,065.85 | 2,095.25 | |
Depreciation and amortisation expense |
418.27 | 328.55 | 418.27 | 328.55 | |
| Finance costs | 16.83 | 26.58 | 16.83 | 26.58 | |
| Other expenses | 2530.26 | 2,501.93 | 2,550.28 | 2,505.03 | |
| 4. | Total expenses |
17,047.05 | 15,711.64 | 17,067.07 | 15,714.74 |
| 5. | Proft before Share of Proft/ (loss) of Joint Venture and tax |
286.45 | 1,676.61 | 273.49 | 1,673.64 |
| 6. | Share of loss of Joint Venture |
- | - | 47.41 | 51.49 |
| 7. | Proft before exceptional items | 286.45 | 1,676.61 | 226.08 | 1,622.15 |
| 8. | Exceptional Items |
- | 1,324.02 | - | 1,324.02 |
| 9. | Proft/(loss) before tax | 286.45 | 352.59 | 226.08 | 298.13 |
39
| 10. | Tax expense | ||||
|---|---|---|---|---|---|
| Current tax | 43.62 | 103.04 | 61.49 | 103.04 | |
| Deferred tax | (7.29) | (24.45) | (7.29) | (24.45) | |
| Income tax adjustment for earlier years |
(9.06) | (2.06) | (9.06) | (2.06) | |
| 11. | Total tax expense | 27.27 | 76.53 | 45.14 | 76.53 |
| 12. | Proft after tax | 259.18 | 276.06 | 180.94 | 221.60 |
| 13. | Proft / (loss) after tax from from discontinued operations |
- | - | 24.26 | 59.92 |
| 14. | Proft/(loss) for theyear | 259.18 | 276.06 | 205.20 | 281.52 |
| 15. | Other Comprehensive Income (net of tax) |
1,306.45 | 1,028.99 | 1,312.39 | 1,028.99 |
| 16. | Total Comprehensive Income | 1,565.63 | 1,305.05 | 1,517.59 | 1,310.51 |
HUMAN RESOURCE DEVELOPMENT AND INDUSTRIAL RELATIONS
During the year the Company had cordial relations with workers, staff and officers. The shop floor management is done through personal touch, using various motivational tools and meeting their training needs. The company has taken steps for safety of employees and implemented regular safety audit, imparted machine safety training, wearing protective equipment etc. The Company established a Covid ward at its Plant to ensure safety of workers in this pandemic.
The Company believes in empowering its employees through greater knowledge, team spirit and developing greater sense of responsibility. On the job training as well as classroom training by way of seminars, conventions, functional and managerial programs for capability development and building technical expertise were attended by respective functions such as Sales & Marketing, Finance & Accounts, Procurement, Supply Chain, HR etc. There were 307 regular employees as at March 31, 2022.
SIGNIFICANT CHANGES IN KEY FINANCIAL RATIOS
The significant changes in the key financial ratio of the Company, which are more than 25% as compared to the previous year are as given below-
| Sl.No. | Particulars | FY 2021-22 | FY 2020-21 | Change (%) | Explanations |
|---|---|---|---|---|---|
| (i) | Interest Coverage Ratio |
42.87 | 26.63 | 61.02% | Due to reduction in fnance cost. |
| (ii) | Operating Proft Margin (%) |
1.82 | 10.03 | -81.88% | Operations of the Company and supply chain were impacted severely by COVID-19 disruptions |
| (iii) | Net Proft Margin (%) | 1.55 | 1.63 | -4.47% | Not applicable |
| (iv) | Debtors Turnover | 7.39 | 5.77 | 28.14% | Due to reduction in Trade Receivables in FY 2021-22 |
| (v) | Return on Net Worth | 7.94% | 7.00% | 13.47% | Not applicable |
For and on behalf of the Board of Directors Indag Rubber Limited
Place : New Delhi Date : April 23, 2022
Nand Lal Khemka Chairman & Managing Director DIN: 00211084
40
REPORT ON CORPORATE GOVERNANCE
(Pursuant to Schedule V of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015)
In accordance with Schedule V of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and some of the best practices followed internationally on Corporate Governance, the report containing the details of corporate governance systems and processes at Indag Rubber Limited is as under:
I. Company’s Philosophy on Code of Governance
The Company recognizes the importance of good Corporate Governance, which is a tool for building a strong and everlasting beneficial relationship with the customers, suppliers, bankers and more importantly with the investors.
The Company believes that its key decisions must serve the underlying goals of enhancing shareholders’ value over a sustained period of time, and achieving the definite and measurable performance targets.
II. Board of Directors
(a) Composition of the Board
As on March 31, 2022, the Board comprised of eight directors, which include two executive directors and six non-executive directors. The Board is primarily responsible for the overall management of the Company’s business.
The composition of the Board of Directors as on March 31, 2022 with their attendance at the Board Meetings held during the year 2021-2022 and at the last Annual General Meeting is given below:
| DIN | Name of the Directors |
Number of Board Meetings attended during F.Y. (21- 22) |
Attendance at the last AGM held on 30.09.2021 |
Relationship with other Directors |
Number of shares and convertible instruments held by Non-Executive Directors |
|---|---|---|---|---|---|
| 00167802 | Ms. Bindu Saxena | 5/5 | Yes | Nil | Nil |
| 00507695 | Mr. Harjiv Singh | 5/5 | Yes | Nil | Nil |
| 08317627 | Mr. K.K. Kapur (upto May 31, 2021) |
1/5 | N.A. | Nil | Nil |
| 00211084 | Mr. Nand Lal Khemka (Chairman cum Managing Director) |
5/5 | Yes | Relative of Mr. Shiv Vikram Khemka and Mr. Uday Harsh Khemka |
- |
| 00048800 | Mr. Prithvi Raj Khanna |
5/5 | Yes | Nil | 5,000 |
| 00177578 | Mr. Raj Kumar Agrawal (appointed w.e.f. June 15,2021) |
4/5 | No | Nil | Nil |
| 01214671 | Mr. Shiv Vikram Khemka |
5/5 | Yes | Relative of Mr. Nand Lal Khemka and Mr. Uday Harsh Khemka |
12,50,750 (joint holding with Mrs. Urvashi Khemka) |
| 00323609 | Mr. Uday Harsh Khemka |
5/5 | Yes | Relative of Mr. Nand Lal Khemka and Mr. Shiv Vikram Khemka |
12,50,750 (Joint Holding with Mrs.Nitya Khemka) |
| 08337007 | Mr. Vijay Shrinivas (appointed w.e.f. June 1,2021) |
4/5 | Yes | Nil | Nil |
41
Present Directorship in other Companies and Committee Position (Including Indag Rubber Limited)-
| Sl. No. |
Name of Director | Number of Directorship held in Public Companies (including Indag Rubber Ltd.)* |
Directorship held in Public Companies and Committee Position(s) | Directorship held in Public Companies and Committee Position(s) | Directorship held in Public Companies and Committee Position(s) | Directorship held in Public Companies and Committee Position(s) |
|---|---|---|---|---|---|---|
| Name of the company | Listed or Non- Listed |
Committee(s)** | Position | |||
| 1. | Ms. Bindu Saxena |
3 | Inox Wind Limited Non- Executive (Independent) |
Listed | Audit Committee |
Member |
| Indag Rubber Limited Non-Executive (Independent) |
Listed | Nil | Nil | |||
| Eros International Media Limited (Independent) |
Non- Listed |
Nil | Nil | |||
| 2. | Mr. Harjiv Singh | 1 | Indag Rubber Limited Non-Executive (Independent) |
Listed | Audit Committee Stakeholders Relationship Committee |
Member Chairman |
| 3. | Mr. Nand Lal Khemka |
2 | Indag Rubber Limited Executive (Interested) |
Listed | Audit Committee Stakeholder Relationship Committee |
Member Member |
| Unipatch Rubber Limited Non-Executive (Interested) |
Non- Listed |
Nil | Nil | |||
| 4. | Mr. Prithvi Raj Khanna |
2 | Indag Rubber Limited Non-Executive (Independent) |
Listed | Audit Committee |
Chairman |
| DCM Shriram Industries Limited Non-Executive (Independent) |
Listed | Audit Committee Stakeholder Relationship Committee |
Chairman Chairman |
|||
| 5. | Mr. Raj Kumar Agrawal |
2 | Indag Rubber Limited Non- Executive (Independent) |
Listed | Audit Committee |
Member |
| Orient Paper & Industries Limited Non-Executive (Independent) |
Listed | Audit Committee |
Member | |||
| 6. | Mr. Shiv Vikram Khemka |
1 | Indag Rubber Limited Non-Executive (Interested) |
Listed | Nil | Nil |
| 7. | Mr. Uday Harsh Khemka |
1 | Indag Rubber Limited Non-Executive (Interested) |
Listed | Nil | Nil |
| 8. | Mr. Vijay Shrinivas |
1 | Indag Rubber Limited Executive (Interested) |
Listed | Stakeholders Relationship Committee |
Member |
* It does not include Alternate Directorship, Directorship in foreign companies, companies registered under Section 8 of the Companies Act, 2013 and private limited companies.
_** Membership / Chairmanship of only Audit Committee and Stakeholder Relationship Committee in all public limited companies (including Indag Rubber Limited) have been considered._
42
(b) Board Meetings
Five meetings of the Board of Directors were held during the year, viz. on May 08, 2021, August 07, 2021, September 28, 2021, November 12, 2021and February 10, 2022.
(c) Separate Meeting of Independent Directors
As stipulated by the Code of Independent Directors under the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, a separate meeting of the Independent Directors of the Company was held on February 15, 2022. All Independent Directors were present in the meeting.
(d) Familiarization Programmes imparted to Independent Directors
Independent Directors of the Board are familiarized through updates on nature of industry in which the company operates, company’s performance and future outlook related to business, operations, expansion, strategy, budgets, financial statements, besides relevant regulatory updates. The web link of the Familiarization Programmes imparted to Independent Directors is https://indagrubber.com/investorrelation/detail/4/22
(e) Evaluation of the Board’s Performance
Board has a formal mechanism for evaluating its performance and as well as that of its Committees and individual directors, including the Chairman of the Board based on the criteria laid down by Nomination and Remuneration Committee. The evaluation process for the financial year 2021-2022 has been completed.
A chart or a matrix setting out the skills/expertise/competence of the board of directors
| No | Name of the Directors | Competencies | Competencies | Competencies | Competencies | Competencies | Competencies |
|---|---|---|---|---|---|---|---|
| Financial Literacy |
Industry experience & knowledge |
Leadership & Strategic Planning |
Legal & Governance |
Technology & Innovation |
Risk Management |
||
| 1 | Ms. Bindu Saxena | | | | | ||
| 2 | Mr. Harjiv Singh | | | | |||
| 3 | Mr. Nand Lal Khemka | | | | | | |
| 4 | Mr. Prithvi RajKhanna | | | | | ||
| 5 | Mr. RajKumar Agrawal | | | | | ||
| 6 | Mr. Shiv Khemka | | | | | | |
| 7 | Mr. UdayKhemka | | | | | | |
| 8 | Mr. VijayShrinivas | | | | | |
(f) All the Independent Director fulfills the conditions specified in the SEBI (LODR) Regulations and are independent of the management.
(g) During the year, no Independent Director has resigned before the expiry of his tenure.
III. Audit Committee
(a) Brief description of terms of reference
Audit Committee assists the Board in its responsibility of overseeing the quality and integrity of the accounting, auditing and reporting practices of the Company and its compliance with the legal and regulatory requirements. The Committee’s purpose is to oversee the accounting and financial process of the Company, the audits of the Company’s financial statements, the appointment, independence,
43
performance and remuneration of the statutory auditors including the cost auditors, the performance of internal auditors and the Company’s risk management policies. The terms of reference of Audit Committee cover the areas mentioned under Part C of Schedule II of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 as well as Section 177 of the Companies Act, 2013.
Audit Committee invites CEO & Whole Time Director, Chief Financial Officer, representative of Statutory Auditors, Internal Auditors and Cost Auditors for meeting(s), to provide inputs on issues relating to accounts, taxation, internal audit finding, internal controls, risk managements etc.
(b) Composition, meeting and attendance
Audit Committee comprised of Four directors as on March 31, 2022 out of which three were nonexecutive (Independent) directors and one was executive director having financial management expertise. Chairman of the committee, Mr. Prithvi Raj Khanna, (Independent Director) was present at the last Annual General Meeting. Mr. Prithvi Raj Khanna was designated as Chairman of the Committee with effect from April 01, 2021 while Mr. Harjiv Singh, Independent Director and Mr. Raj Kumar Agrawal Independent Director, were appointed as the member of the Committee with effect from April 01, 2021 and June 15, 2021, respectively.
Company Secretary acts as the secretary to the Audit Committee.
Five meetings of the Audit Committee were held during the year viz. on May 08, 2021, August 07, 2021, September 28, 2021, November 11, 2021 and February 10, 2022 respectively. The details of the members, chairperson and their attendance at the meetings are as follows:
| Name of the Director | Position | Category | No. of meetings attended |
|---|---|---|---|
| Mr. P. R. Khanna | Chairman | Non-Executive Independent Director | 5 of 5 |
| Mr. Harjiv Singh* | Member | Non-Executive Independent Director | 5 of 5 |
| Mr. Nand Lal Khemka | Member | Executive Promoter Director | 5 of 5 |
| Mr. RajKumar Agrawal* | Member | Non-Executive Independent Director | 4 of 5 |
- Mr. Harjiv Singh, Independent Director and Mr. Raj Kumar Agrawal, Independent Director were appointed as the member of the Committee with effect from April 01, 2021 and June 15, 2021, respectively.
IV. Nomination and Remuneration Committee
(a) Brief description of terms of reference
The Nomination and Remuneration Committee assists the Board in overseeing the method, criteria and quantum of compensation for directors and senior management based on their performance and defined assessment criteria. The Committee formulates the criteria for evaluation of the performance of Independent Directors and the Board of Directors; identifying the persons who are qualified to become directors, and who may be appointed in senior management and recommend to the Board their appointment and removal. The terms of the reference of Nomination and Remuneration Committee covers the areas mentioned under Part D of Schedule II of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 as well as section 178 of the Companies Act, 2013.
(b) Composition, meeting and attendance
Two meetings of the Nomination and Remuneration Committee were held during the year viz. on May 08, 2021 and February 10, 2022. The composition of the Nomination and Remuneration Committee, names of members & chairperson and details of their attendance at the meetings are as follows:
| Name of the Director | Position | Category | No. of meetings attended |
|---|---|---|---|
| Mr. P. R. Khanna | Chairman | Non-Executive Independent Director | 2 of 2 |
| Ms. Bindu Saxena | Member | Non-Executive Independent Director | 2 of 2 |
| Mr. Harjiv Singh* | Member | Non-Executive Independent Director | 2 of 2 |
| Mr. Nand Lal Khemka | Member | Executive Promoter Director | 2 of 2 |
44
Mr. Prithvi Raj Khanna, Chairman of the Nomination and Remuneration Committee was present at the last Annual General Meeting.
*Mr. Harjiv Singh, Independent Director, was appointed as the member of the Committee with effect from April 01, 2021.
(c) Performance evaluation criteria for Independent Directors-
Broad parameters for evaluating the performance of Independent Directors amongst other include their qualification, experience, participation at the Board/ Committee meetings, understanding and discharging their roles and responsibilities, ability to function as a team, exercise of independent judgment, prudence, commitment and ability to contribute and monitor corporate governance practices, adherence to the code of conduct, maintaining independence and integrity.
V. Remuneration of Directors
- (a) There was no pecuniary relationship or transaction between the non-executive directors and the company during the financial year 2021-2022.
(b) Criteria of making payments to Non-Executive Directors
Sitting fees and profit related commission is paid to non-executive directors based on their contribution and participation in the meeting of the Board or Committees, thereof.
Payment criteria of non-executive directors are given in the Nomination and Remuneration Policy. The web link for the same is https://indagrubber.com/uploads/document/NRC_Policy.pdf
(c) Details of remuneration to directors: Company has paid following remuneration to directors during the year under review, which is in accordance with the section 178(4) read together with schedule V of the Companies Act, 2013.
(i) Non-Executive Directors
The non-executive directors are paid sitting fee and profit related commission. Profit related commission of a sum not exceeding one percent of the net profits of the Company calculated in accordance with the provisions of section 197 and 198 read with Schedule V of the Companies Act, 2013, is divided amongst the non-executive directors as recommended by the Nomination and Remuneration Committee and determined by the Board, broadly on the basis of contribution made at the Board meeting(s) as well as various Committee meeting(s) and the time spent on operational matters. In case of inadequate profits, non-executive directors are paid commission as per the provisions of Schedule V of the Companies Act, 2013 (as amended vide MCA Notification dated 18th March 2021).
Non-executive directors are paid sitting fee of Rs. 1,00,000/- for attending the Board meetings, Rs. 50,000 for Audit Committee Meetings and Independent Directors meeting and Rs. 20,000/per meeting for attending other Committee meetings. No sitting fee is paid for attending the meetings of CSR Committee, as decided by the Board.
(ii) Executive Director
The appointment and payment of remuneration of the executive directors is governed by resolutions passed by the shareholders of the company. A separate service contract is not entered into by the company with executive directors.
45
(iii) Elements of remuneration paid to the executive and non-executive directors during the financial year 2021-2022 are given below-
| Name of Director | Salary (in Rs.) |
Perquisite (in Rs.) |
Sitting fee (in Rs.) |
Bonus/ Proft related commission for the year 2020-2021 |
Total (in Rs.) |
|---|---|---|---|---|---|
| Category A- Executive Directors | |||||
| Mr. K.K. Kapur CEO & Whole Time Director (Uptill May31,2021) |
13,86,764 | 16,836 | - | 14,03,600 | |
| Mr. Nand Lal Khemka Chairman cum ManagingDirector |
82,41,935 | - | 82,41,935 | ||
| Mr. Vijay Shrinivas CEO & Whole Time Director (w.e.f. June 01,2021) |
1,01,02,629 | 4,50,346 | 5,16,000 | 1,10,68,975 | |
| Category B- Non Executive Directors | |||||
| Ms. Bindu Saxena Independent Director |
- | - | 5,90,000 | 3,00,000 | 8,90,000 |
| Mr. Harjiv Singh Independent Director |
- | - | 9,20,000 | 5,50,000 | 14,70,000 |
| Mr. Prithvi Raj Khanna Independent Director |
- | - | 8,40,000 | 5,50,000 | 13,90,000 |
| Mr. Raj Kumar Agrawal Independent Director |
- | - | 6,50,000 | 3,00,000 | 9,50,000 |
| Mr. Shiv Khemka Non-executive Director(Interested) |
- | - | Nil | Nil | Nil |
| Mr. Uday Khemka Non-executive Director(Interested) |
- | - | Nil | Nil | Nil |
(iv) The office of Whole Time Director can be terminated with three months’ notice from either side.
(v) No severance fee is payable to any director.
-
(vi) Stock option details - Company does not have any stock option scheme.
-
(vii) There are no other performance linked incentives paid by the Company.
VI. Stakeholders’ Relationship Committee
(i) Stakeholders’ Relationship Committee looks into shareholders’ and investors’ grievances. Mr. Harjiv Singh, Non-executive Independent Director was appointed as the Chairman of the Committee with effect from April 01, 2021.
The Board has designated Ms. Manali D. Bijlani, Company Secretary as the Compliance Officer.
(ii) Composition and attendance-
| Sl. No. | Name of the Director | Category | No. of meetings attended |
|---|---|---|---|
| 1 | Mr. Harjiv Singh | Non-Executive Independent Director | 4 of 4 |
| 2 | Mr. Nand Lal Khemka | Executive(Interested) | 4 of 4 |
| 3 | Mr. K.K.Kapur* | Executive(Interested) | 1 of 4 |
| 4 | Mr. VijayShrinivas* | Executive(Interested) | 3 of 4 |
*Mr.K.K. Kapur ceased to be the member of the Committee with effect from May 31, 2021 and Mr.Vijay Shrinivas was appointed as the member of the Committee with effect from June 01, 2021.
46
-
(iv) No. of investors’ complaints received by the RTA/ Company during the year: Nil
-
No. of complaints not solved to the satisfaction of shareholders during the year: Nil No. of complaints pending as at March 31, 2022: Nil
VII. General Body Meetings
(a) The details of the last three Annual General Meetings held are as under:
| AGM | Day | Date | Time (Ist) |
Venue | Whether Special Resolution passed |
|---|---|---|---|---|---|
| 40th | Tuesday | July 23, 2019 |
1 1 : 0 0 A.M. |
Sai International Centre, Pragati Vihar, Lodhi Road, New Delhi-110003 |
Reappointment of Mr. K.K. Kapur as a whole time director for a period of two years with effect from June 1, 2019. |
| 41st | Friday | September 25, 2020 |
15:30 P.M. |
11, Community Centre, Saket, New Delhi 110017. (Held through Video Conferencing) |
No |
| 42nd | Thursday | September 30, 2021 |
15:30 P.M. |
11, Community Centre, Saket, New Delhi 110017. (Held through Video Conferencing) |
Appointment of Mr. Vijay Shrinivas as the Wholetime Director for a period of three years with effect from June 01, 2021. |
(b) Details on Postal Ballot
| Sl.No. | Particular | Status |
|---|---|---|
| 1. | Whether any special resolution passed last year through postal ballot – details of voting pattern |
No |
| 2. | Person who conducted the postal ballot exercise |
NA |
| 3. | Whether any special resolution is proposed to be conducted through postal ballot |
None of the businesses proposed to be transacted at the ensuing AGM requires passing of a special resolution through postal ballot. None of the business is approved by the Board which requirespassingof a special resolution throughpostal ballot. |
| 4. | Procedure for postal ballot | As given in Section 110 of the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations,2015. |
VIII. Means of Communication
| Sl.No. | Particular | Status | Status | Status |
|---|---|---|---|---|
| a. | Quarterly results | Quarterly / Half-yearly/ Annual Financial Results are e-fled with BSE. |
||
| b. | Newspaper wherein results normally published |
Business Standard or Financial Express or Jansatta | ||
| c. | Website where displayed | Placed on company’s website | www.indagrubber.com | |
| e. | Whether website displays offcial news release |
Financial information, shareholding polices etc. are updated on website |
pattern, codes & www.indagrubber.com |
|
| e. | Presentation made to institutional investors or analyst |
Uploaded on company website and Limited |
also fled with BSE |
47
IX. General Shareholders’ Information
(i) Annual General Meeting to be held:
Day : Thursday Date : July 28, 2022 Time : IST 03:00 P.M. Venue : Registered office of the Company situated at 11 Community Centre, Saket, New Delhi-110017. (ii) Financial Year : April 01, 2021 to March 31, 2022 (iii) Dividend Payment Date : Interim Dividend- December 08, 2021 : Final Dividend-within prescribed time period
(iv) Stock Exchanges on which the Company’s Shares are listed
BSE Limited
Phiroze Jeejeebhoy Towers, Dalal Street, Fort, Mumbai – 400 001
The Listing Fees as applicable have been paid within prescribed time period.
(v) Stock Code
| Stock Code | |
|---|---|
| ISIN under DepositorySystem | INE802D01023 |
| BSE Limited | 509162 |
(vii) Market Price Data: High/Low during each month during the financial year 2021-2022
The details of Monthly High and Low price(s) on BSE Limited for the financial year 2021-2022 are as under:
| Month | Monthly High | Monthly Low | S&P BSE SENSEX Performance (Monthly High) |
S&P BSE SENSEX Performance (Monthly Low) |
|---|---|---|---|---|
| April,2021 | 101.00 | 71.20 | 50,375.77 | 47,204.50 |
| May,2021 | 106.90 | 86.00 | 52,013.22 | 48,028.07 |
| June,2021 | 102.00 | 86.40 | 53,126.73 | 51,450.58 |
| July,2021 | 117.30 | 91.25 | 53,290.81 | 51,802.73 |
| August,2021 | 106.90 | 85.00 | 57,625.26 | 52,804.08 |
| September,2021 | 95.00 | 84.00 | 60,412.32 | 57,263.90 |
| October,2021 | 90.10 | 75.15 | 62,245.43 | 58,551.14 |
| November,2021 | 88.00 | 75.60 | 61,036.56 | 56,382.93 |
| December,2021 | 83.50 | 76.00 | 59,203.37 | 55,132.68 |
| January,2022 | 88.00 | 78.00 | 61,475.15 | 56,409.63 |
| February,2022 | 84.00 | 67.00 | 59,618.51 | 54,383.20 |
| March,2022 | 75.50 | 59.00 | 58,890.92 | 52,260.82 |
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Monthly Share Price movement
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60.00 High Price
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- (viii) In case the securities are suspended from trading, reason thereof- No order was passed for company’s securities being suspended from trading.
(ix) Registrar & Share Transfer Agent:
Skyline Financial Services Private Limited, D-153/A, 1st Floor, Okhla Industrial Area, Phase-1, New Delhi-110020 Phone No.: 011-26812682-83
E-mail id- [email protected] Website- www.skylinerta.com
(x) Share Transfer System:
In order to expedite the process of share transfers, the Board has delegated the power to approve share transfers to senior executives, who attend to share transfer formalities weekly. The Company has appointed Skyline Financial Services Private Limited as the Registrar and Share Transfer Agent for physical transfer of securities as well as dematerialization/ rematerialization of securities.
(xi) Distribution of Shareholding as on March 31, 2022:
| No. of equity shares held (Nominal Value) |
Number of shareholder |
% to total numbers |
Shareholding amount (Rs.) |
% to total amount |
|---|---|---|---|---|
| UpTo 5,000 | 6654 | 96.63% | 34,08,718.00 | 6.49% |
| 5,001 To 10,000 | 102 | 1.48% | 7,84,606.00 | 1.49% |
| 10,001 To 20,000 | 55 | 0.80% | 7,69,620.00 | 1.47% |
| 20,001 To 30,000 | 24 | 0.35% | 5,83,794.00 | 1.11% |
| 30,001 To 40,000 | 8 | 0.12% | 2,70,114.00 | 0.51% |
| 40,001 To 50,000 | 5 | 0.07% | 2,35,304.00 | 0.45% |
| 50,001 To 1,00,000 | 14 | 0.20% | 9,97,816.00 | 1.90% |
| 1,00,000 and Above | 24 | 0.35% | 4,54,50,028.00 | 86.57% |
| Total | 6886 | 100% | 52500000 | 100% |
(xiii) Categories of Shareholding as on March 31, 2022:
| Category | No. of Shares held | % of Shareholding |
|---|---|---|
| Promoter and Promoter Group | ||
| Individuals | 11280010 | 42.97% |
| Bodies Corporate-Indian | 7459740 | 28.42% |
| Bodies Corporate- Foreign | 513000 | 1.95% |
| Public | ||
| Individuals shareholders | 4552631 | 17.34% |
| Bodies Corporate | 598896 | 2.28% |
| Non Resident Indians | 249360 | 0.95% |
| Resident Indian HUF | 207573 | 0.79% |
| Firm | 287987 | 1.10% |
| ClearingMembers/ House | 8358 | 0.03% |
| Foreign Portfolio Investors | 651524 | 2.48% |
| Alternate Investment Funds | 151435 | 0.58% |
| Investor Education and Protection Fund Authority Ministryof Corporate Affairs |
270486 | 1.03% |
| Unclaimed Suspense Account | 19000 | 0.07% |
| Total | 26250000 | 100% |
(xiv) Dematerialization of shares and liquidity
Company has established connectivity with both the depositories i.e. National Securities Depository Limited (NSDL) and Central Depository Services (India) Limited (CDSL) to handle dematerialization of shares.
49
As on March 31, 2022, a total of 99.11% equity shares which form of the share capital stand dematerialized. The equity shares are frequently traded on BSE Limited and hence provide liquidity to the investors.
(xv) Outstanding GDRs/ ADRs/ Warrants/ Convertible instruments
The Company has not issued Global Depository Receipts or American Depository Receipt or Warrants or any Convertible instruments.
(xvi) Commodity Price Risk/ Foreign Exchange Risk and Hedging
The Company did not engage in hedging activities.
(xvii) Plant Location :
-
(a) Village Jhiriwala, Hadbast No.-73, Nalagarh, District Solan, Himachal Pradesh - 174101
-
(b) Plot No.-86, Industrial Area, Bhiwadi, Distt.-Alwar, Rajasthan – 301019 – (DORMANT)
(xviii) Address for Correspondence:
| Address for Correspondence: | |
|---|---|
| (a) For Transfer of physical shares, request for dematerialization of shares, change of mandates/ address or any other query : |
Skyline Financial Services Private Limited D-153/A 1stFloor, Okhla Industrial Area, Phase-1, New Delhi-110020. Phone No.: 011-26812682-83 E-mail id- [email protected] Website-www.skylinerta.com |
| (b) For any investor grievance : |
The Company Secretary Indag Rubber Limited 11, Community Centre, Saket, New Delhi – 110 017. Phone no.: 011-26963172-73 [email protected] |
(xx) Credit Risk Rating
During the financial year 2021-2022, the Company has obtained credit rating from ICRA, which has reaffirmed long term rating of “[ICRA] A (Stable)” on Rs. 4 crores (long term fund based) and also reaffirmed a short- term rating of “[ICRA] A1” on Rs. 39.00 crores [(including Rs. 0.50 crore unallocated limits) non fund based facilities].
X.
Other Disclosures
-
a. During the financial year ended March 31, 2022 there were no materially significant related party transactions that may have potential conflict with the interests of the Company at large.
-
b. No penalties were imposed, and no strictures were passed by Stock Exchange or SEBI or any statutory authority on any capital market related matters during the last three years.
-
c. The Company has announced Whistle Blower policy. All the personnel of the company have the access to the Audit Committee.
-
d. The Company has complied with the mandatory requirements of the SEBI (LODR) Regulations, 2015 and has adopted various non-mandatory requirements as well, as discussed under relevant headings.
-
e. The Company has framed a Material Subsidiary Policy and the same is placed on the Company’s website and the web link for the same is https://indagrubber.com/uploads/document/Policy-for-determining-Material-Subsidiary.pdf
-
f. The Company has framed Related Party Transaction Policy and is placed on the Company’s website and the web link for the same is https://indagrubber.com/uploads/document/Policy_on_materiality_of_RPT.pdf
50
-
g. The Company did not engage in commodity hedging activities.
-
h. The Company has not raised funds through preferential allotment or qualified institution placements as specified under Regulation 32(7A).
-
i. A certificate from RMG & Associates, Practicing Company Secretaries is enclosed as Annexure-A certifying that 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 Board/Ministry of Corporate Affairs or any such statutory authority.
-
j. The Board had accepted recommendations, if any, of the Committee(s).
-
k. During the year, a total fees was paid to the Statutory Auditor by the Company and its Subsidiaries are given below-
| Particulars | Continuing operations (Rs. in lakhs) |
Discontinued operations (Rs. in lakhs) |
|---|---|---|
| As Auditor: | ||
| Audit fees | 20.75 | - |
| Tax Audit fees | 3.00 | - |
| GST Audit fees | 3.00 | - |
| Reimbursement of expenses | 0.44 | - |
| Total | 27.19 | - |
l. Disclosure in relation to the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013
During the financial year 2021-2022, the details of the complaint were as under-
| 1. | Number of complaints fled duringthe fnancialyear | Nil |
|---|---|---|
| 2. | Number of complaints disposed of duringthe fnancialyear | Not Applicable |
| 3. | Number of complaintspendingas on end of the fnancialyear | Nil |
m. Disclosure by the Company and its subsidiaries of ‘Loans and advances in the nature of loans to firms/companies in which directors are interested by name and amount’ is given in Note ‘43’ of the consolidated financial statement.
- XI. There has been no instance of non-compliance of any requirement of Corporate Governance Report.
XII. ADOPTION OF DISCRETIONARY REQUIREMENTS
A. The Board
The company has an executive chairperson.
B. Shareholder Rights
Half yearly financial results are forwarded to the Stock Exchanges and uploaded on the website of the Company like quarterly results.
C. Modified opinion(s) in Audit Report
There was no audit qualification in the Auditors’ Report on the Company’s financial statements.
D. Reporting of Internal Auditor
The Internal Auditor of the Company is a permanent invitee to the Audit Committee Meeting and regularly attends the Meeting for reporting their findings of the internal audit to the Audit Committee.
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XIII. The company has fully complied with the applicable requirement specified in regulation 17 to 27 and clauses (b) to (i) of sub-regulation (2) of regulation 46 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
Annual Compliance with the Code of Conduct for the Financial Year 2021-2022.
Pursuant to the Schedule V (Part D) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, I hereby confirm that the Company has received affirmations on compliance with the Code of Conduct for the financial year ended March 31, 2022 from all the Board Members and Senior Management Personnel.
For and on behalf of the Board of Directors Indag Rubber Limited
Date: April 23, 2022. Place :New Delhi
Vijay Shrinivas CEO & Whole Time Director DIN: 08337007
52
CERTIFICATE OF NON-DISQUALIFICATION OF DIRECTORS
[Pursuant to Regulation 34(3) read with Schedule V Para C clause (10)(i) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015]
To, The Members Indag Rubber Limited
(CIN: L74899DL1978PLC009038) 11, Community Centre, Saket, New Delhi - 110017
We have examined the relevant registers, records, forms, returns and disclosures received from the directors of Indag Rubber Limited (CIN: L74899DL1978PLC009038) having its Registered Office situated at 11, Community Centre, Saket, New Delhi - 110017 (hereinafter referred to as “the Company”) produced before us by the Company for the purpose of issuing this certificate, in pursuance of the provisions of Regulation 34(3) read with Schedule V Para C Sub clause 10(i) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended from time to time (hereinafter referred to as “SEBI LODR, 2015”).
In our opinion and to the best of our information and to the extent of accessibility of the data or information as available and according to the verifications (including Director Identification Number (DIN) status at the portal www.mca.gov.in) as considered necessary by us and explanations furnished to us by the Company and its officers, we hereby certify that none of the Directors on the Board of the Company, as stated below, for the Financial Year ended March 31, 2022 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 such other statutory authority.
| S. No. | DIN | Full Name | Designation as on 31.03.2022 |
Original Date of Appointment |
|---|---|---|---|---|
| 1. | 00211084 | Mr. Nand Lal Khemka | ManagingDirector | 02-06-1978 |
| 2. | 00048800 | Mr. Prithvi RajKhanna | Director | 20-01-2000 |
| 3. | 00745117 | Mr. Kewal Krishan Kapur* | Whole Time Director | 09-04-2001 |
| 4. | 00167802 | Ms. Bindu Saxena | Director | 08-10-2014 |
| 5. | 00323609 | Mr. UdayHarsh Khemka | Director | 08-10-2014 |
| 6. | 01214671 | Mr. Shiv Vikram Khemka | Director | 14-08-2015 |
| 7. | 00507695 | Mr. Harjiv Singh | Director | 24-05-2018 |
| 8. | 08337007 | Mr. VijayShrinivas | Whole Time Director | 01-06-2021 |
| 9. |
00177578 |
Mr. RajKumar Agrawal |
Director |
15-06-2021 |
*Term of Office as Whole time Director was completed on May 31, 2021.
However, during the year under review, BSE has issued a show cause and initiated the proceedings for noncompliance of Regulation 18(2) of SEBI LODR, 2015, w.r.t composition of the Audit Committee. Consequently, a penalty of Rs. 139,420/- was imposed on the Company and demat accounts of all promoters were freezed. The same was duly challenged by the Company and necessary clarifications were submitted to the BSE. Based on the clarification and representation for waiver of penalty, BSE has waived off the penalty and demat accounts of promoters were defreezed.
Ensuring the eligibility for the appointment/re-appointment/continuity of a Director on the Board of the Company is the ultimate responsibility of the management of the Company. Our responsibility is to express an opinion on the bases of the disclosures/information provided by the management of the company. 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 RMG & Associates Company Secretaries Firm Registration No. P2001DE016100 Peer Review No. :
Date : 23.04.2022 CS Manish Gupta Place: New Delhi Partner UDIN: F005123D000195687 FCS: 5123; C.P. No.: 4095
53
COMPLIANCE CERTIFICATE
[Pursuant to Regulation 34(3) read with Schedule V Para E of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015]
To, The Members Indag Rubber Limited (CIN: L74899DL1978PLC009038) 11, Community Centre, Saket New Delhi -110017
We have examined the compliance of conditions of Corporate Governance ofIndag Rubber Limited (hereinafter referred to as “ the Company ”), having its Registered Office situated at 11, Community Centre, Saket, New Delhi-110017, for the year ended on March 31, 2022, as stipulated in the relevant regulations of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended from time to time (“ SEBI LODR, 2015 ”).
The compliance of conditions of Corporate Governance is the responsibility of the Management. Our examination was limited to a review of procedures and implementation thereof, 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 statements of the Company.
In our opinion and to the best of our information and according to the explanations given to us, we certify that the Company has compiled with the conditions of Corporate Governance as stipulated in the above-mentioned Listing Regulations.
During the year under review, BSE has issued a show cause and initiated the proceedings for noncompliance of Regulation 18(2) of SEBI LODR, 2015 w.r.t composition of the Audit Committee. Consequently, a penalty of Rs. 139,420/- was imposed on the Company and demat accounts of all promoters were freezed. The same was duly challenged by the Company and necessary clarifications were submitted to the BSE. Based on the clarification and representation for waiver of penalty, BSE has waived off the penalty and demat accounts of promoters were defreezed.
We further state that 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 RMG & Associates Company Secretaries Firm Registration No. P2001DE016100 Peer Review No. :
Date : 23.04.2022 CS Manish Gupta Place: New Delhi Partner UDIN: F005123D000195687 FCS: 5123; C.P. No.: 4095
54
KHANNA & ANNADHANAM CHARTERED ACCOUNTANTS
706, AKASH DEEP, 26-A, BARAKHAMBA ROAD NEW DELHI - 110 001
INDEPENDENT AUDITOR’S REPORT
To The Members of Indag Rubber Limited
Report on the Audit of the Standalone Financial Statements
Opinion
We have audited the standalone financial statements of Indag Rubber Limited (“the Company”), which comprise the Balance Sheet as at 31st March 2022, 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 the standalone financial statements, including a summary of significant accounting policies and other explanatory information.
In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone 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, 2022 and its profit, total comprehensive income, changes in equity and its cash flows for the year ended on that date.
Basis for Opinion
We conducted our audit of the standalone 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 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 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 financial statements.
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were most significance in our audit of the standalone financial statements of the current period. These matters were addressed in the context of our audit of the standalone financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
| The key audit matters | How the matter was addressed in our audit |
|---|---|
| Investments | |
| The company has short term and long term investments amounting to Rs. 11,239.98 lakhs. These investments are carried at cost less provision for impairment loss if any. These investments are tested for impairment periodically as changes in business environment, including due to the effect of Covid-19, could have signifcant impact on these investments which could result in impairment, requiring adjustment to their carrying amount. The calculation of impairment charge requires signifcant judgments of management to determine recoverable amount of these investments. |
Obtained and reviewed recoverable amount as determined by the management for each instrument and verifed the method of determining recoverable amount and key assumptions used therein through historical information, approved budget, growth rate used to support revenue, discount rate and valuation of fair value of investment in SRL 142 Holdings Limited by an approved valuer. |
55
| The key audit matters | How the matter was addressed in our audit |
|---|---|
| Investments | |
| The investments include investment in SRL 142 Holdings Ltd., a foreign Company and a related party, by way of fully paid up compulsorily convertible preference shares. SRL has interest in oil production and exploration Company in Nigeria. The oil industry is exposed signifcantly to macroeconomic factors such as commodity prices, currency fuctuations, interest rate risk political developments etc. The assessment of commercial viability and technical feasibility of exploration oil and gas is complex and includes a number of signifcant variables. |
In the case of fair valuation of investments held in SRL 142 Holdings Limited, the fair value has been determined by an independent approved valuer. We have tested the valuation prepared by the approved valuers. management with inputs from SRL which included reference to estimated oil resources, market price of crude oil and gas prevailing in the international market, the rupee US Dollar exchange rate, assumptions as to future production of oil and gas, capital expenditure to be incurred, contracts entered into by the Nigerian Oil Company, the Country risk and regulatory frame work prevailing in Nigeria. |
Information Other than the Standalone Financial Statements and Auditor’s Report Thereon
The Company’s Board of Directors is responsible for the other information. The other information comprises the information included in the Management Discussion and Analysis, Board’s Report and Corporate Governance, but does not include the standalone financial statements and our auditor’s report thereon.
Our opinion on the standalone 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 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 financial statements or our knowledge obtained in the 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 have nothing to report in this regard.
Management’s Responsibilities for the Standalone 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 these standalone financial statements that give a true and fair view of the financial position, financial performance (including other comprehensive income), changes in equity and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the accounting standards specified under section 133 of the Act. 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 standalone 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 financial statements, the Board of Directors 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 the Board of Directors either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.
The Board of Directors are responsible for overseeing the Company’s financial reporting process.
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Auditor’s Responsibilities for the Audit of the Standalone Financial Statements
Our objectives are to obtain reasonable assurance about whether the standalone 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 financial statements.
As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional scepticism throughout the audit. We also:
-
Identify and assess the risks of material misstatement of the standalone 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 financial controls relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under section 143(3)(i) of the Act, 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 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 financial statements, including the disclosures, and whether the standalone financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
Materiality is the magnitude of misstatements in the standalone financial statements that, individually or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the standalone 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 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 financial statements of the current period and are therefore the
57
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
-
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.
-
As required by Section 143(3) of the Act, we report that:
-
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;
-
b) in our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books;
-
c) The Balance Sheet, the Statement of Profit and Loss including Other Comprehensive Income, Statement of Changes in Equity and the Statement of Cash Flows dealt with by this Report are in agreement with the books of account;
-
d) In our opinion, the aforesaid standalone financial statements comply with the Ind AS specified under Section 133 of the Act.
-
e) on the basis of the written representations received from the directors as on 31st March 2022 taken on record by the Board of Directors, none of the directors is disqualified as on 31st March 2022 from being appointed as a director in terms of Section 164(2) of the Act;
-
f) with respect to the adequacy of the internal financial controls with reference to financial statements of the Company and the operating effectiveness of such controls, refer to our separate Report in “Annexure B”;
-
g) 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.
-
h) 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, 2020, in our opinion and to the best of our information and according to the explanations given to us:
-
i. The Company has disclosed the impact of pending litigations on its financial position in its standalone financial statements. Refer Note 37 to the standalone financial statements;
-
ii. The Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses;
-
iii. There has been no delay in transferring amounts, 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
58
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 (i) and (ii) of Rule 11(e), as provided under (a) and (b) above, contain any material misstatement.
-
i)
-
As stated in Note 17(vi) to the standalone financial statements
-
(a) The final dividend proposed in the previous year, declared and paid by the Company during the year is in accordance with Section 123 of the Act, as applicable.
-
(b) The interim dividend declared and paid by the Company during the year and until the date of this report is in compliance with Section 123 of the Act.
-
(c) 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. The amount of dividend proposed is in accordance with section 123 of the Act, as applicable.
For Khanna & Annadhanam Chartered Accountants Firm Registration No.: 001297N
B. J. Singh Partner Membership No.: 007884
UDIN: 22007884AKWFQK6061 Place: New Delhi Date: 23rd April 2022
59
Annexure A to the Independent Auditor’s Report
(Referred to in paragraph ‘Report on Other Legal and Regulatory Requirements’ of our report 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.
- (B) The Company has maintained proper records showing full particulars of Intangible assets.
-
(b) All Property, Plant and Equipment have not been physically verified by the management during the year but there is a regular programme of verification which, in our opinion, is reasonable having regard to the size of the Company and the nature of its assets. According to the information and explanations given to us,no material discrepancies were noticed on such verification.
-
(c) Based on our audit procedures performed for the purpose of reporting the true and fair view of the financial statements and according to information and explanations given by the management, the title deeds of immovable properties are held in the name of the Company as at the balance sheet date.
-
(d) The Company has not revalued its Property, Plant and Equipment (Equipment (including Right of Use assets) or intangible assets or both during the year.
-
(e) No proceedings have been initiated during the year or are pending against the Company for holding any benami property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and rules made thereunder.
-
(ii) (a) The management has conducted physical verification of inventory at reasonable intervals during the year which, in our opinion, is reasonable having regard to the size of the Company. No material discrepancies were noticed on such physical verification.
-
(b) During the year the Company has been sanctioned working capital limits in excess of Rs. 5 crores, in aggregate, from banks or financial institutions on the basis of security of current assets. The quarterly statements filed by the Company with the banks are in agreement with the books of accounts of the Company.
-
(iii) According to the information and explanations given to us, the Company has not made investments in, provided any guarantee or security or granted any loans or advances in the nature of loans, secured or unsecured to companies, firms, Limited Liability Partnerships or any other parties. Accordingly, the provisions of clause 3(iii)(a), (b), (c), (d), (e) and (f) of the Order are not applicable to the Company and hence not commented upon.
-
(iv) In our opinion and according to the information and explanations given to us, there are no loans and securities granted in respect of which provisions of Section 185 and 186 of the Companies Act are applicable,in our opinion and according to the information and explanations given to us, the Company has complied with provisions of sections 185 and 186 of the Companies Act in respect of guarantees given and investments made.
-
(v) The Company has not accepted any deposit or amounts which are deemed to be deposits. Hence, reporting under clause 3(v) of the Order is not applicable.
60
-
(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 Section 148(1) of the Companies Act, related to the manufacture of products, and are of the opinion that prima facie, the prescribed accounts and records have been made and maintained. We have not, however, made a detailed examination of the same.
-
(vii) (a) The Company is generally regular in depositing with appropriate authorities undisputed statutory dues including Goods and Services Tax, Provident Fund, Employees’ State Insurance, Income Tax, duty of Customs, Cess and other material statutory dues applicable to it.
-
(b) According to the information and explanations given to us, no undisputed amounts payable in respect of provident fund, employees’ state insurance, income-tax, duty of customs, goods and service tax, cess and other material statutory dues were outstanding at the year end, for a period of more than six months from the date they became payable.
The particulars of dues of income-tax, sales-tax, service tax, duty of customs, excise duty, goods and service tax, value added tax and cess as at 31 March, 2022 which have not been deposited on account of any dispute, are as follows:
| Name of the statute |
Nature of dues | Amount (Rs. In lakhs) |
Period to which the amount relates |
Forum where dispute is pending |
|---|---|---|---|---|
| Income Tax Act, 1961 |
Income tax demand |
139.15 | A.Y.1998-99 | Delhi High Court |
| Income Tax Act, 1961 |
Income tax demand |
16.39 | A.Y. 2017-18 | CIT (Appeals) |
| Income Tax Act, 1961 |
Income tax demand |
8.08 | A.Y. 2018-19 | CIT (Appeals) |
| Gujarat Sales Tax Act, 1969 |
Non-Submission of C Forms |
33.76 | F.Y. 2002-03 | Deputy Commissioner, Vadodara |
-
(viii) According to the information and explanations given to us, no transactions has been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (43 of 1961).
-
(ix) (a) Based on our audit procedures performed for the purpose of reporting the true and fair view of the financial statements and according to information and explanations given by the management, we are of the opinion that the Company has not defaulted in repayment of dues to any bank. Further, the Company does not have any debentures and loan from financial institution or government.
-
(b) The Company is not declared as a wilful defaulter by any bank or financial institution.
-
(c) The Company has not taken any term loan during the year and there are no outstanding term loans at the beginning of the year and hence, reporting under clause 3(ix)(c) of the Order is not applicable.
-
(d) Based on our audit procedures performed for the purpose of reporting the true and fair view of the financial statements and according to information and explanations given by the management, no funds raised on short term basis have been utilized for long term purposes by the Company.
-
(e) On an overall examination of the financial statements of the Company, the Company has not taken any funds from any entity or person on account of or to meet the obligations of its subsidiaries.
61
-
(f) The Company has not raised any loans during the year on the pledge of securities held in its subsidiaries, joint ventures or associate companies
-
(x) (a) The Company has not raised any money by way of initial public offer / further public offer / debt instruments and term loans and hence, reporting under this clause is not applicable to the Company and hence not commented upon.
-
(b) During the year, the Company has not made any preferential allotment or private placement of shares or convertible debentures (fully or partly or optionally) and hence reporting under clause 3(x)(b) of the Order is not applicable.
-
(xi) (a) Based upon the audit procedures performed for the purpose of reporting the true and fair view of the financial statements and according to the information and explanations given by the management, we report that no fraud by the Company or any fraud on the Company has been noticed or reported during the year.
-
(b) No report under sub-section (12) of section 143 of the Companies Act has been filed by the auditors in Form ADT-4 as prescribed under rule 13 of Companies (Audit and Auditors) Rules, 2014 with the Central Government during the year.
-
(c) Based upon the audit procedures performed and according to the information and explanations given by the management, we report that no whistle blowers complaints have been received during the year.
-
(xii) The Company is not a Nidhi company. Therefore, the provisions of clause 3(xii) of the Order are not applicable to the Company and hence not commented upon.
-
(xiii) In our opinion, the Company is in compliance with Section 177 and 188 of the Companies related party transactions have been disclosed in the standalone financial statements as required by the applicable accounting standards.
-
(xiv) (a) In our opinion the Company has an adequate internal audit system commensurate with the size and 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 during the year the Company has not entered into any non-cash transactions with its Directors or persons connected with its directors and hence provisions of section 192 of the Companies Act, 2013 are not applicable to the Company.
-
(xvi) (a) According to the information and explanations given to us, the provisions of Section 45-IA of the Reserve Bank of India Act, 1934 are not applicable to the Company.
-
(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 the immediately preceding financial year.
(xviii) There has been no resignation of the statutory auditor of the Company during the year.
62
-
(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 year from the balance sheet date. 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) On the basis of our examination and information and explanations given to us, there is no unspent amount on CSR for the FY 2020-21 & 2021-22. Accordingly, the provisions of clause 3(xx)(a) & (b) of the Order are not applicable to the Company and hence not commented upon.
-
(xxi) Based upon the information and explanation given by the management, the Company has no entities as on 31.03.2022 which need to be consolidated and hence this para is not applicable to the Company.
For Khanna & Annadhanam Chartered Accountants Firm Registration No.: 001297N
B. J. Singh
Partner Membership No.: 007884
UDIN: 22007884AKWFQK6061 Place: New Delhi Date: 23rd April 2022
63
Annexure B to the Independent Auditor’s Report
(Referred to in paragraph ‘Report on Other Legal and Regulatory Requirements’ of our report of even date)
Report on the Internal Financial Controls Over Financial Reporting under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 (“the Act”)
We have audited the internal controls over financial reporting of Indag Rubber Limited (‘the Company”) as of 31st March, 2022 in conjunction with our audit of the standalone financial statements of the company for the year ended on that date.
Management’s Responsibility for Internal Financial Controls
The Board of Directors of the Company are responsible for establishing and maintaining the 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. 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 Act.
Auditor’s Responsibility
Our responsibility is to express an opinion on the internal financial controls over financial reporting of the 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”) issued by the ICAI and the Standards on Auditing, prescribed under Section 143(10) of the Act, 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 judgement, 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 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 financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the Company are being made only in accordance with authorisations 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 financial statements.
64
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 31st March, 2022, 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 ICAI.
For Khanna & Annadhanam Chartered Accountants Firm Registration No.: 001297N
B. J. Singh Partner Membership No.: 007884
UDIN: 22007884AKWFQK6061 Place: New Delhi Date: 23rd April 2022
65
Standalone Balance Sheet as at 31 March, 2022
| Standalone Balance Sheet as at 31 | March, 2022 | |
|---|---|---|
| Note No. |
As at 31 March, 2022 (Rs. / lakh) |
As at 31 March, 2021 (Rs. / lakh) |
| ASSETS Non-current assets a. Property, plant and equipment 3 b. Capital work-in-progress 44 c. Investment Property 4 d. Other intangible assets 5 e. Financial assets i. Investments 6 ii. Loans 7 iii. Other fnancial assets 9 f. Income tax assets (Net) 8 g. Other non-current assets 10 Total non-current assets Current assets a. Inventories 11 b. Financial assets i. Investments 12 ii. Trade receivables 13 iii. Cash and cash equivalents 14 iv. Bank balances other than (iii) above 15 v. Loans 7 vi. Other fnancial assets 9 c. Other current assets 10 Total current assets Total assets EQUITY AND LIABILITIES Equity a. Equity share capital 16 b. Other equity 17 Total equity Liabilities Non-current liabilities a. Provisions 21 b. Deferred tax liabilities (Net) 18 Total non-current liabilities Current liabilities a. Financial liabilities i. Trade payables:- 19 Total outstanding dues of micro enterprises and small enterprises Total outstanding dues of creditors other than micro enterprises and small enterprises ii. Other fnancial liabilities 20 b. Provisions 21 c. Other current liabilities 22 Total current liabilities Total liabilities Total equity and liabilities Signifcant accounting policies 2 |
2,334.42 98.43 2,161.82 15.13 8,571.25 0.16 47.81 228.39 24.79 13,482.20 3,921.89 2,668.73 2,259.57 70.73 172.47 24.68 146.85 634.14 9,899.06 23,381.26 525.00 20,129.52 20,654.52 91.32 349.02 440.34 38.76 1,793.93 268.96 8.30 176.45 2,286.40 2,726.74 23,381.26 |
2,497.51 1,933.89 - 12.53 8,731.17 1.48 101.34 281.68 229.70 |
| 13,789.30 3,599.45 732.12 2,945.97 174.32 185.45 17.57 152.59 622.42 |
||
| 8,429.89 | ||
| 22,219.19 | ||
| 525.00 19,193.89 |
||
| 19,718.89 87.92 283.09 |
||
| 371.01 44.54 1,476.10 334.39 48.78 225.48 |
||
| 2,129.29 | ||
| 2,500.30 | ||
| 22,219.19 | ||
The accompanying notes are an integral part of the standalone financial statements
As per our report of even date
For and on behalf of the Board of Directors
For Khanna & Annadhanam
Chartered Accountants
ICAI Firm’s Registration No.: 001297N
B. J. Singh
Partner
Membership No. 007884
Place: New Delhi Date: April 23, 2022
Nand Lal Khemka
Chairman cum Managing Director DIN : 00211084
Manali D Bijlani
Company Secretary
Vijay Shrinivas
CEO & Whole Time Director DIN : 08337007
Anil Bhardwaj
GM (Accounts) & CFO
66
Standalone Statement of Profit and Loss for the year ended 31 March, 2022
| Note No. |
Year ended31 March, 2022 (Rs. / lakh) |
Year ended31 March, 2021 (Rs. / lakh) |
|---|---|---|
| I Revenue from operations 23 II Other income 24 III Total income (I+II) IV Expenses Cost of materials consumed 25 Purchases of stock in trade Changes in inventories of fnished goods, stock-in-trade and work in progress 26 Employee benefts expense 27 Finance costs 29 Depreciation and amortisation expense 28 Other expenses 30 Total expenses (IV) V Proft before exceptional items and tax (III-IV) VI Exceptional items 37(b) VII Proft/(loss) before tax (V-VI) VIII Tax expense Current tax Deferred tax 18 & 33 Income tax adjustment for earlier year IX Proft/(loss) for the year (VII-VIII) X Other comprehensive income ('OCI') i. Items that will not be reclassifed subsequently to the statement of proft and loss a. Gain/(loss) on change in fair valuation of equity instruments carried at fair value through OCI b. Gain/(loss) on sale of equity and equity related instruments c. Remeasurement gain/(loss) on defned beneft obligations (net) ii. Income tax relating to items that will not be reclassifed subsequently to statement of proft and loss a. Current tax 18 & 33 b. Deferred tax Total other comprehensive income (X) XI Total Comprehensive income for the year (IX+X) XII Earnings per equity share Basic and diluted (Rs.) [Nominal value of share Rs. 2] 31 Signifcant accounting policies 2 |
16,692.52 640.98 17,333.50 12,150.73 17.55 (152.44) 2,065.85 16.83 418.27 2,530.26 17,047.05 286.45 - 286.45 43.62 (7.29) (9.06) 27.27 259.18 706.78 769.42 31.33 1,507.53 118.80 82.28 201.08 1,306.45 1,565.63 0.99 |
16,984.43 403.82 |
| 17,388.25 | ||
| 10,053.36 32.47 673.50 2,095.25 26.58 328.55 2,501.93 |
||
| 15,711.64 | ||
| 1,676.61 1,324.02 352.59 103.04 (24.45) (2.06) |
||
| 76.53 | ||
| 276.06 893.61 207.07 (13.08) |
||
| 1,087.60 | ||
| (0.20) 58.81 |
||
| 58.61 | ||
| 1,028.99 | ||
| 1,305.05 1.05 |
The accompanying notes are an integral part of the standalone financial statements
As per our report of even date
For and on behalf of the Board of Directors
For Khanna & Annadhanam Chartered Accountants ICAI Firm’s Registration No.: 001297N
B. J. Singh
Partner Membership No. 007884
Place: New Delhi Date: April 23, 2022
Nand Lal Khemka
Chairman cum Managing Director DIN : 00211084
Manali D Bijlani
Company Secretary
Vijay Shrinivas CEO & Whole Time Director DIN : 08337007
Anil Bhardwaj GM (Accounts) & CFO
67
Standalone Statement of changes in equity for the year ended 31 March, 2022
| Amount (Rs. / lakh) |
||||||
|---|---|---|---|---|---|---|
| a. Equity share capital Balance as at 1 April, 2020 Changes in equity share capital during the year Balance as at 31 March, 2021 Balance as at 1 April, 2021 Changes in equity share capital during the year Balance as at 31 March, 2022 b. Other equity |
525.00 - 525.00 525.00 - 525.00 |
|||||
| Reserve and surplus | Other comprehensive income (Rs. / lakh) |
Total equity attributable to shareholders of the Company (Rs. / lakh) |
||||
| Capital reserve (Rs. / lakh) |
Securities premium (Rs. / lakh) |
General reserve (Rs. / lakh) |
Retained earnings (Rs. / lakh) |
|||
| Balance as at 1 April, 2020 Proft for the year Other comprehensive income for the year, net of income tax Total comprehensive income Dividend paid (including taxes) Balance as at 31 March, 2021 Balance as at 1 April, 2021 Proft for the year Other comprehensive income for the year, net of income tax Total comprehensive income Dividend paid (including taxes) Balance as at 31 March, 2022 |
0.29 - - |
450.00 - - |
1,148.80 - - |
16,454.74 276.06 |
72.13 - 1,028.99 |
18,125.96 276.06 1,028.99 |
| - - |
- - |
- - |
276.06 237.12 |
1,028.99 - |
1,305.05 237.12 |
|
| - | - | - | 38.94 | 1,028.99 | 1,067.93 | |
| 0.29 | 450.00 | 1,148.80 | 16,493.68 | 1,101.12 | 19,193.89 | |
| 0.29 - - |
450.00 - - |
1,148.80 - - |
16,493.68 259.18 - |
1,101.12 - 1,306.45 |
19,193.89 259.18 1,306.45 |
|
| - - |
- - |
- - |
259.18 630.00 |
1,306.45 - |
1,565.63 630.00 |
|
| - | - | - | (370.82) | 1,306.45 | 935.63 | |
| 0.29 | 450.00 | 1,148.80 | 16,122.86 | 2,407.57 | 20,129.52 |
The accompanying notes are an integral part of the standalone financial statements
As per our report of even date
For and on behalf of the Board of Directors
For Khanna & Annadhanam Chartered Accountants ICAI Firm’s Registration No.: 001297N
B. J. Singh Partner Membership No. 007884
Place: New Delhi Date: April 23, 2022
Nand Lal Khemka
Chairman cum Managing Director DIN : 00211084
Manali D Bijlani Company Secretary
Vijay Shrinivas CEO & Whole Time Director DIN : 08337007
Anil Bhardwaj GM (Accounts) & CFO
68
Standalone Statement of Cash flow for the year ended 31 March, 2022
| Year ended31 March, 2022 (Rs. / lakh) |
Year ended31 March, 2021 (Rs. / lakh) |
|
|---|---|---|
| A. Cash fow from operating activities Proft before tax Adjustments for: Exceptional item (Litigation settlement under LCR Scheme)[refer note 37 (b)] Depreciation and amortisation expense Loss/(Gain) on disposal of property, plant and equipment (net) Bad debt written off Provision for doubtful debts Provision /Liabilities no longer required written back Unrealised loss/(gain) on foreign exchange fuctuation Loss/(gain) arising on fnancial assets designated through FVTPL Loss/(gain) on disposal of debt instruments at FVTPL Dividend income from investments Interest expense Interest income earned on fnancial assets Operating proft before working capital changes Adjustments for changes in working capital: Adjustments for operating assets: Decrease/(Increase) in trade receivables Decrease/(Increase) in inventories Decrease/(Increase) in loans Decrease/(Increase) in other fnancial assets Decrease/(Increase) in other assets Adjustments for operating liabilities: (Decrease)/Increase in trade payables (Decrease)/Increase in other liabilities (Decrease)/Increase in fnancial liabilities (Decrease)/Increase in provisions Cash generated from operating activities Income taxes paid (Net) Entry Tax Payment[refer note 37 (b)] Net cash fow from /(used in) operating activities B. Cash fow from investing activities Purchase of Property plant and equipment & Investment Property Proceeds from sale of Property plant and equipment Purchases of Investments Proceeds from sale/maturity of Investments Bank balance not considered as Cash and cash equivalents Interest received Dividend received Net cash fow from /(used in) investing activities |
286.45 - 418.27 (1.00) - 11.64 - (0.29) (112.93) (24.25) (169.83) 12.84 (62.15) 358.75 675.05 (322.44) (5.79) 60.12 (11.28) 312.05 (49.03) (49.12) (5.75) 962.56 (109.13) - 853.43 (386.85) 3.42 (7,134.38) 6,970.77 12.98 61.60 169.83 (302.63) |
352.59 1,324.02 328.55 10.37 1.36 22.32 (4.89) (0.49) (121.22) (28.69) (186.18) 20.23 (56.35) |
| 1,661.62 | ||
| 752.26 95.34 (0.95) (98.90) (30.84) (22.84) 43.70 13.96 27.53 |
||
| 2,440.88 (301.05) (872.69) |
||
| 1,267.14 | ||
| (1,240.32) 2.52 (7,361.85) 7,388.99 27.52 57.91 186.18 |
||
| (939.05) |
69
Standalone Statement of Cash flow for the year ended 31 March, 2022 (Contd.)
| Year ended31 March, 2022 (Rs. / lakh) |
Year ended31 March, 2021 (Rs. / lakh) |
|
|---|---|---|
| C. Cash fow from fnancing activities Interest paid Dividend paid Tax on dividend paid Net cash (used in) fnancing activities Net (decrease)/increase in cash and cash equivalents (A+B+C) Cash and cash equivalents at the beginning of the year Cash and cash equivalents at the end of the year Components of cash and cash equivalents: Cash on hand Balances with banks: -on current accounts -on cash credit accounts Total cash and cash equivalents |
(19.50) (634.89) - (654.39) (103.59) 174.32 70.73 2.63 0.60 67.50 70.73 |
(20.53) (237.78) (0.87) |
| (259.18) | ||
| 68.91 105.41 |
||
| 174.32 | ||
| 3.85 8.25 162.22 |
||
| 174.32 |
The accompanying notes are an integral part of the standalone financial statements
As per our report of even date
For and on behalf of the Board of Directors
For Khanna & Annadhanam Chartered Accountants ICAI Firm’s Registration No.: 001297N
B. J. Singh Partner Membership No. 007884
Place: New Delhi Date: April 23, 2022
Nand Lal Khemka
Chairman cum Managing Director DIN : 00211084
Manali D Bijlani Company Secretary
Vijay Shrinivas
CEO & Whole Time Director DIN : 08337007
Anil Bhardwaj
GM (Accounts) & CFO
70
Notes to Standalone financial statements for the year ended 31 March, 2022
1. Corporate information
Indag Rubber Limited (hereinafter referred to as “the Company”) is a Public Limited Company incorporated and domiciled in India. The registered office of the Company is located at 11 Community Centre, Saket, New Delhi- 110017, India. The Company’s CIN is - L74899DL1978PLC009038.
The Company’s shares are listed on Bombay Stock Exchange (‘BSE’). The Company is engaged in the manufacturing and selling of Precured Tread Rubber and allied products.
These financial statements were approved by the Board of Directors and authorized for issue on April 23, 2022.
2. Significant accounting policies
2.1 Statement of compliance and basis of preparation and presentation
The financial statements of the Company have been prepared in accordance with Indian Accounting Standards (“Ind AS”) notified under the Companies (Indian Accounting Standards) Rules, 2015 and Companies (Indian Accounting Standard) (Amendment) Rules, 2016. The Company has prepared these financial statements to comply in all material respects with the Accounting Standards notified under Section 133 of the Companies Act, 2013 (“the Act”).
The financial statements have been prepared on historical cost basis except for certain financial instruments which are measured at fair value at the end of each reporting period as explained in the accounting policies below.
The financial statements of the Company are presented in Indian Rupees (Rs.) and all values are rounded to the nearest lakh, except when otherwise indicated.
2.2 Basis of classification of Current and Non-Current
All assets and liabilities have been classified as current or non-current as per the Company’s normal operating cycle and other criteria set out in the Schedule III Division 2 to the Companies Act, 2013. Based on the nature of products and the time between the acquisition of assets for processing and their realisation in cash and cash equivalents, the Company has ascertained its operating cycle as 12 months for the purpose of current/non-current classification of assets and liabilities.
Deferred tax assets and liabilities are classified as non-current assets or liabilities.
2.3 Use of estimates
- i) The preparation of these financial statements, in conformity with the recognition and measurement principles of Ind AS, requires the management of the Company to make judgments, estimates and assumptions that affect application of accounting policies and the reported amount of assets and liabilities, disclosures relating to contingent assets and liabilities as at the date of the financial statements and the reported amounts of income and expenses for the periods presented. Actual results may differ from these estimates. Accounting estimates could change from period to period.
Estimates and underlying assumptions are reviewed on ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimates are revised and future periods are affected. Changes in estimates are reflected in the financial statements in the period in which changes are made, if material, their effects are disclosed in the notes to the financial statements.
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Key source of estimation of uncertainty at the date of the financial statements, which may cause a material adjustment to the carrying amounts of assets and liabilities within the next financial year, is in respect of valuation of deferred tax assets, property plant and equipments, impairement of investments, provisions and contingent liabilities.
ii) Uncertainty relating to the global health pandemic Covid-19
The Company has made assessment about the recoverability and carrying value of its assets comprising property, plant and equipment, investments, inventory and trade receivables taking into account the impact of Covid-19. Based on current indicators of future economic conditions, the Company expects to recover the carrying amount of these assets. The situation is changing rapidly giving rise to inherent uncertainty around the extent and timing of the potential future impact of the COVID-19 which may be different from that estimated as at the date of approval of these standalone financial statements. The Company will continue to closely monitor any material changes arising of future economic conditions and impact on its business.
2.4 Revenue Recognition
Revenue is recognised to the extent it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured, regardless of when the payment is received. Revenue is measured at the fair value of the consideration received or receivable, taking into account contractually defined terms of payment and excluding taxes or duties collected on behalf of the government. The following specific criteria must also be met before revenue is recognised:
i) Sale of goods
Revenue from sale of goods is recognized when all the significant risks and rewards of ownership of the goods have been passed to the buyer, usually on delivery of the goods. Revenue is recognised when collectability of the resulting receivables is reasonably assured. Since GST on goods is collected on behalf of the Government, the same is not included in the sale value of goods
ii) Sale of services
Revenue from sale of services is recognised as and when the services are rendered and the stage of completion can be measured reliably. Since GST on service is collected on behalf of the Government, the same is not included in the sale value of services.
iii) Dividend and interest income
Dividend income from investments is recognised when the right to receive dividend is established by the reporting date.
Interest income from a financial assets is recognised when it is probable that the economic benefits will flow to the Company and the amount of income can be measured reliably. Interest income is accrued on a time proportion basis, with reference to the principal outstanding and at the effective interest rate, which is the rate that exactly discounts estimated future cash receipts over the expected life of the financial asset to that asset’s net carrying amount on initial recognition.
iv) Export Benefits
Export entitlements in the form of Duty Drawback Scheme, Focus Product Scheme, RoDTEP and Merchandise Export from India are recognized in the statement of profit and loss when the right to receive credit as per the terms of the scheme is established in respect of exports made and when there is no significant uncertainty regarding the ultimate collection of the relevant export proceeds.
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2.5 Leases
The Company, as a lessee, recognises a right-of-use asset and a lease liability for its leasing arrangements, if the contract conveys the right to control the use of an identified asset.
The contract conveys the right to control the use of an identified asset, if it involves the use of an identified asset and the Company has substantially all of the economic benefits from use of the asset and has right to direct the use of the identified asset. The cost of the right-of-use asset shall comprise of the amount of the initial measurement of the lease liability adjusted for any lease payments made at or before the commencement date plus any initial direct costs incurred. The right-of-use assets is subsequently measured at cost less any accumulated depreciation, accumulated impairment losses, if any and adjusted for any remeasurement of the lease liability. 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.
The Company measures the lease liability at the present value of the lease payments that are not paid at the commencement date of the lease. 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.
For short-term and low value leases, the Company recognises the lease payments as an operating expense on a straight-line basis over the lease term
The Company as a lessor evaluates if an arrangement qualifies to be a lease as per the requirements of Ind AS 116. The Company uses significant judgement in assessing the lease term (including anticipated renewals).
The Company determines the lease term as the non-cancellable period of a lease, together with both periods covered by an option to extend the lease if the Company is reasonably certain that the lease will be extended. In assessing whether the Company is reasonably certain that the lessee will exercise an option to extend the lease, it considers all relevant facts and circumstances that create an economic incentive for the lessor to exercise the option to extend the lease. The Company revises the lease term if there is a change in the non-cancellable period of the lease.
Leases in which Company does not transfer substantially all the risks and rewards of ownership of the asset is classified as operating lease. Assets subject to operating leases are shown as investment property. Lease income on an operating lease is recognized in the statement of profit and loss to the extent rent is accrued.
2.6 Foreign currency
These financial statements are presented in Indian rupees (Rs. / lakh), which is the Company’s functional and presentation currency.
Transactions in foreign currencies are recorded at the exchange rate prevailing on the date of transaction. Foreign currency denominated monetary assets and liabilities are re-measured into the functional currency at the exchange rate prevailing on the balance sheet date.
Exchange differences are recognized in the Statement of Profit and Loss.
2.7 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 respective asset. All other borrowing costs are recognized in the Statement of Profit and Loss in the period in which they are incurred.
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Borrowing costs include interest and amortisation of ancillary costs incurred in connection with the arrangement of borrowings.
2.8 Employee benefits
(i) Retirement benefit in the form of provident fund (where contributed to the Regional PF Commissioner) is a defined contribution scheme. The Company has no obligation, other than the contribution payable to the EPFO. The Company recognises contribution payable to the provident fund scheme as expenditure, when an employee renders the related service. If the contribution payable to the scheme for service received before the balance sheet date exceeds the contribution already paid, the deficit payable to the scheme is recognized as a liability after deducting the contribution already paid. If the contribution already paid exceeds the contribution due for services received before the balance sheet date, then excess is recognized as an asset to the extent that the pre payment will lead to, for example, a reduction in future payment or a cash refund.
Retirement benefits in the form of provident fund contributed to the Trust set up by the Company is a defined benefit scheme and is provided for on the basis of actuarial valuation of projected unit credit method made at the end of each financial year. The difference between the actuarial valuation of the provident fund of employees at the year end and the balance of own managed funds is provided for as liability in the books by the Company.
-
(ii) Gratuity liability under the Payment of Gratuity Act is a defined benefit obligation and is provided for on the basis of an actuarial valuation on projected unit credit method made at the end of each financial year. The gratuity plan has been funded by policy taken from Life Insurance Corporation of India. Actuarial gains and losses are recognised in full in the other comprehensive income for the period in which they occur. Past service cost both vested and unvested is recognised as an expense at the earlier of
-
(a) When the plan amendment or curtailment occurs; and
-
(b) When the entity recognises related restructuring costs or termination benefits.
-
(iii) Accumulated leave, which is expected to be utilized within the next 12 months, is treated as short-term employee benefit. The Company measures the expected cost of such absences as the additional amount that it expects to pay as a result of the unused entitlement that has accumulated at the reporting date.
-
(iv) The Company treats accumulated leave expected to be carried forward beyond twelve months, as longterm employee benefit for measurement purposes. Such long-term compensated absences are provided for based on the actuarial valuation using the projected unit credit method at the year-end. Actuarial gains/ losses are immediately taken to the statement of profit and loss and are not deferred.
2.9 Income Taxes
Income tax expense represents the sum of the tax currently payable and deferred tax.
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.
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Deferred tax
Deferred tax is recognised on temporary differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit. Deferred tax liabilities are generally recognised for all taxable temporary differences. Deferred tax assets are generally recognised 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 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 Company expects, at the end of the reporting period, to recover or settle the carrying amount of its assets and liabilities.
Current and deferred tax for the year
Current and deferred tax are recognised in profit or loss, except when they relate to items that are recognised in other comprehensive income or directly in equity, in which case, the current and deferred tax are also recognised in other comprehensive income or directly in equity respectively.
2.10 Property, plant and equipment
Property, plant and equipment, capital work in progress are stated at cost, net of accumulated depreciation and accumulated impairment losses, if any. The cost comprises purchase price, borrowing costs if capitalization criteria are met and directly attributable cost of bringing the asset to its working condition for the intended use. Any trade discounts and rebates are deducted in arriving at the purchase price.
When significant parts of plant and equipment are required to be replaced at intervals, the Company depreciated them separately based on their specific useful lives. Likewise, when a major inspection is performed, its cost is recognized in the carrying amount of the plant and equipment as a replacement if the recognition criteria are satisfied. All other repair and maintenance costs are recognized in the statement of profit and loss as incurred. The present value of the expected cost for the decommissioning of an asset after its use is included in the cost of respective asset if the recognition criteria for a provision are met.
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 assets.
Gains or losses arising from disposal or retirement of property, plant and equipment are measured as the difference between the net disposal proceeds and the carrying amount of the asset and are recognized in the statement of profit and loss when the asset is derecognized.
2.11 Investment Property
An investment in land or buildings including plant and equipment which is not intended to be occupied substantially for use by, or in the operations of the Company, is classified as investment property. Investment property is stated at cost, net of accumulated depreciation and accumulated impairment losses, if any and is not valued at fair value at the end of each year.
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The cost comprises costs of construction if capitalization criteria are met and directly attributable to cost of bringing the investment property to its working condition for the intended use.
Depreciation on investment property is calculated on a straight-line basis using the rates arrived at based on the useful estimated life by the management, which is equal to 20 years
2.12 Depreciation on property, plant and equipment
Leasehold land is amortised on a straight line basis over the period of lease i.e., 95/99 years. Freehold land is not depreciated.
Depreciation on property, plant and equipment including stores and spares transferred from inventory is calculated on a straight-line basis using the rates arrived at, based on the useful lives estimated by the management, which are equal to the useful lives prescribed under Schedule II to the Companies Act, 2013.
Estimated useful lives of the assets are as follows:
| S. No. | Assets | Useful lives inyears |
|---|---|---|
| i. | Buildings | Rangingfrom 5 to 60 Years |
| ii. | Plant and equipment | Rangingfrom 3 to 15 Years |
| iii. | Furniture and Fixtures | 10years |
| iv. | Offce equipment | Rangingfrom 3 to 6 Years |
| v. | Vehicles | Rangingfrom 8 to 10 Years |
| vi. | Investment Property | 20years |
The residual values, useful lives and methods of depreciation of property, plant and equipment are reviewed at the end of each reporting period with the effect of any change in estimate accounted for on a prospective basis.
2.13 Intangible assets
Intangible assets purchased are measured at cost as of the date of acquisition less accumulated amortisation and accumulated impairment, if any.
Intangible assets consist of rights under licensing agreement and software licenses which are amortised over license period which equates the useful life ranging between 2-4 years on a straight-line basis or actual life of license whichever is earlier.
2.14 Impairment of non-financial assets
The Company assesses, at each reporting date, whether there is an indication that an asset may be impaired. If any indication exists, or when annual impairment testing for an asset is required, the Company estimates the asset’s recoverable amount. An asset’s recoverable amount is the higher of an asset’s or cash-generating unit’s (CGU) net selling price and its value in use. The recoverable amount is determined for an individual asset, unless the asset does not generate cash inflows that are largely independent of those from other assets or groups of assets. Where the carrying amount of an asset or CGU exceeds its recoverable amount, the asset is considered impaired and is written down to its recoverable amount. In assessing value in use, the estimated future cash flows are discounted to their present value using a pretax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. In determining net selling price, recent market transactions are taken into account, if available. If no such transactions can be identified, an appropriate valuation model is used.
The Company bases its impairment calculation on detailed budgets and forecast calculations which are prepared separately for each of the Company’s cash-generating units to which the individual assets are allocated.
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Impairment losses, including impairment on inventories, are recognized in the statement of profit and loss. After impairment, depreciation is provided on the revised carrying amount of the asset over its remaining useful life.
2.15 Inventories
Inventories are valued as follows:
| Raw materials, stores and spares and packing materials |
Lower of cost and net realizable value. However, materials and other items held for use in the production of inventories are not written down below cost if the fnished products in which they will be incorporated, are expected to be sold at or above cost. Cost is determined on moving weighted average method. |
|---|---|
| Work in progress and fnished goods (own manufactured) |
Lower of cost and net realizable value. Cost includes direct materials and labour and a proportion of manufacturing overheads based on normal operating capacity. Cost is determined on monthly moving weighted average basis. |
| Traded goods | Lower of cost and net realizable value. Cost includes cost of purchase and other costs incurred in bringing the inventories to their present location and condition. Cost is determined on moving weighted average basis. |
Net realisable value is the estimated selling price in the ordinary course of business less estimated cost of completion and estimated costs necessary to make the sale.
2.16 Provisions
Provision is recognized when the Company has a present obligation (legal or constructive) as a result of past event and it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. If the effect of the time value of money is material, provisions are discounted using a current pre-tax rate that reflects, when appropriate, the risks specific to the liability. When discounting is used, the increase in the provision due to the passage of time is recognised as a finance cost.
2.17 Financial instruments - Financial assets, Financial liabilities and Equity instruments
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2.17.1 Financial Assets Recognition: Financial assets include Investments, Trade Receivables, Advances, Security Deposits, Cash and Cash equivalents. Such assets are initially recognised at transaction price when the Company becomes party to contractual obligations. The transaction price includes transaction costs unless the asset is being fair valued through the Statement of Profit and Loss.
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2.17.2 Classification: Management determines the classification of an asset at initial recognition depending on the purpose for which the assets were acquired. The subsequent measurement of financial assets depends on such classification.
2.17.3 Financial assets classification and measurement
- (a) amortised cost, where the financial assets are held solely for collection of cash flows arising from payments of principal and/ or interest.
(b) fair value through other comprehensive income (FVTOCI), where the financial assets are held not only for collection of cash flows arising from payments of principal and interest but also from the sale of such assets. Such assets are subsequently measured at fair value, with unrealised gains and losses arising from changes in the fair value being recognised in other comprehensive income.
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(c) fair value through profit or loss (FVTPL), where the assets are managed in accordance with an approved investment strategy that triggers purchase and sale decisions based on the fair value of such assets. Such assets are subsequently measured at fair value, with unrealised gains and losses arising from changes in the fair value being recognised in the Statement of Profit and Loss in the period in which they arise. Trade Receivables, Advances, Security Deposits, Cash and Cash equivalents etc. are classified for measurement at amortised cost while investments may fall under any of the aforesaid classes. However, in respect of particular investments in equity instruments that would otherwise be measured at fair value through profit or loss, an irrevocable election at initial recognition may be made to present subsequent changes in fair value through other comprehensive income. This option has been adopted by the company irrevocably.
- 2.17.4 Financial Assets at fair value through other comprehensive income: These include financial assets that are equity instruments and are irrevocably designated as such upon initial recognition. Subsequently, these are measured at fair value and changes therein are recognized directly in other comprehensive income, net of applicable income taxes.
Dividends from these equity investments are recognized in the Statement of Profit and Loss when the right to receive payment has been established. When the equity investment is derecognized, the cumulative gain or loss in equity is transferred to Other equity.
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2.17.5 Financial assets at fair value through profit or loss: Financial assets are measured at fair value through profit or loss unless it is measured at amortised cost or at fair value through other comprehensive income on initial recognition. The transaction costs that are directly attributable to the acquisition of financial assets, which are measured at fair value through profit or loss, are immediately recognised in profit or loss.
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2.17.6 Cash and cash equivalents: Cash and cash equivalents comprise cash at banks and on hand and short-term deposits with an original maturity of three months or less, from the date of purchase which are subject to an insignificant risk of changes in value.
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2.17.7 Equity instruments: An equity instrument is any contract that evidences residual interests in the assets of the Company after deducting all of its liabilities. Equity instruments issued by the Company are recorded at the proceeds received, net of direct issue costs.
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2.17.8 Financial Liabilities: Borrowings, trade payables and other financial liabilities are initially recognised at the value of the respective contractual obligations. They are subsequently measured at amortised cost. Any discount or premium on redemption/settlement is recognised in the Statement of Profit and Loss as finance cost over the life of the liability using the effective interest method and adjusted to the liability figure disclosed in the Balance Sheet.
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Financial liabilities are derecognised when the liability is extinguished, that is, when the contractual obligation is discharged, cancelled or on expiry.
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2.17.9 Financial guarantee contracts: These are initially measured at fair value and are subsequently measured at the higher of the amount of loss allowance determined or the amount initially recognized, less the cumulative amount of income recognized.
-
2.17.10 Other financial liabilities: These are measured at amortized cost using the effective interest rate method.
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2.17.11 Determination of fair value: The fair value of a financial instrument on initial recognition is normally the transaction price (fair value of the consideration given or received). Subsequent to initial recognition, the Company determines the fair value of financial instruments, that are quoted in active markets, using the quoted prices (financial assets held) and using valuation techniques for other instruments. Valuation techniques include discounted cash flow method and other valuation models.
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- 2.17.12 Derecognition of financial assets and financial liabilities:
The Company derecognizes a financial asset only when the contractual rights to the cash flows from the asset expires or it transfers the financial asset and substantially all the risks and rewards of ownership of the asset to another entity. If the Company neither transfers nor retains substantially all the risks and rewards of ownership and continues to control the transferred asset, the Company recognizes its retained interest in the asset and an associated liability for amounts it may have to pay. If the Company retains substantially all the risks and rewards of ownership of a transferred financial asset, the Company continues to recognize the financial asset and also recognizes a collateralized borrowing for the proceeds received.
Financial liabilities are derecognised when these are extingushed, which is when the obligation is discharged, cancelled or expired.
2.17.13 Impairment of financial assets:
The Company assesses at each reporting date whether a financial asset (or a group of financial assets) such as investments, trade receivables, advances and security deposits held at amortised cost and financial assets that are measured at fair value through other comprehensive income are tested for impairment based on evidence or information that is available without undue cost or effort. Expected credit losses are assessed and loss allowances recognised if the credit quality of the financial asset has deteriorated significantly since initial recognition.
2.17.14 Derivative financial instruments
The Company does not hold any derivative and embedded derivative financial instruments.
2.18 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, regardless of whether that price is directly observable or estimated using another valuation technique. In estimating the fair value of an asset or a liability, the Company takes into account the characteristics of the asset or liability, if market participants would take those characteristics into account, when pricing the asset or liability at the measurement date.
In addition, for financial reporting purposes, fair value measurements are categorised into Level 1, 2, or 3 based on the degree to which the inputs to the fair value measurements are observable and the significance of the inputs to the fair value measurement in its entirety, which are described as follows:
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Level 1: Quoted (unadjusted) market prices in active markets for identical assets or liabilities.
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Level 2: Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or indirectly observable.
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Level 3: Valuation techniques for which the lowest level input that is significant to the fair value measurement is unobservable.
2.19 Segment reporting
The Operating Segment have been reported in a manner consistent with the internal reporting provided to the Chief Financial Officer and the Chief Executive Officer who are the Chief Operating Decision Maker (CODM).The Company is engaged in the manufacturing of the Precured Tread Rubber, Bonding Repair and Extrusion Gum and Rubber Cement, which are used for retreading of tyres and providing tyre retreading service. These products do not have any different risk and returns and thus the CODM performs review based on one operating segment.
The company prepares its segment information in conformity with the accounting policies adopted for preparing and presenting the financial statements of the company as a whole.
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2.20 Investments in subsidiary & Joint Venture
Investments in subsidiary & Joint Venture are measured at cost as per Ind AS-27 – Separate financial statements.
2.21 Earnings per share
Basic earnings per share are computed by dividing profit/loss for the period by the weighted average number of shares outstanding during the year. Partly paid up shares are included as fully paid equivalents according to the fraction paid up. Diluted earnings per share are computed using the weighted average number of shares and dilutive potential shares, except where the result would be anti-dilutive.
2.22 Government grants and subsidies
Grants and subsidies from the government are recognized when there is reasonable assurance that (i) the Company will comply with the conditions attached to them, and (ii) the grant/ subsidy will be received.
Where the grant or subsidy relates to revenue, it is recognized as income on a systematic basis in the statement of profit and loss over the periods necessary to match them with the related costs, which they are intended to compensate. Where the grant relates to an asset, it is reduced from the respective cost of an asset and accordingly depreciation is calculated on reduced amount
2.23 Contingent liabilities
A contingent liability is a possible obligation that arises from past events whose existence will be confirmed by the occurrence or non-occurrence of one or more uncertain future events beyond the control of the company or a present obligation that is not recognized because it is not probable that an outflow of resources will be required to settle the obligation. A contingent liability also arises in extremely rare cases where there is a liability that cannot be recognized because it cannot be measured reliably. The Company does not recognize a contingent liability but discloses its existence in the financial statements.
2.24 Recent Pronouncements
Ministry of Corporate Affairs (MCA) on March 23, 2022 has amended the Companies (Indian Accounting Standards) Amendment Rules 2022, applicable from April 1st 2022 relating to the following Indian Accounting Standards:
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i. IndAS 16 – Property, Plant and Equipment
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ii. IndAS 37 – Provisions, Contingent liabilities and contingent assets
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iii. IndAS 103 – Common Control Business Combinations
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iv. IndAS 106 – Exploration for and Evaluation of Mineral Reserves
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v. IndAS 109 – Financial Instruments, Classification, Recognition and Measurement
The company does not expect these amendments to have any significant impact in its financial statements.
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3 Property, plant and equipment
| Freehold land |
Leasehold land |
Buildings | Plant and equipment |
Furniture and fxtures |
Offce equipment |
Vehicles | Total | |
|---|---|---|---|---|---|---|---|---|
| (Rs. / lakh) |
(Rs. / lakh) |
(Rs. / lakh) |
(Rs. / lakh) | (Rs. / lakh) |
(Rs. / lakh) |
(Rs. / lakh) |
(Rs. / lakh) |
|
| Cost or deemed cost | ||||||||
| As at 01.04.2020 | 80.37 | 15.79 | 1,047.12 | 2,368.57 | 76.48 | 110.81 | 56.63 | 3,755.77 |
| Additions | - | - | 1.12 | 297.50 | 0.49 | 12.45 | - | 311.56 |
| Deductions | - | - | - | 33.18 | 0.01 | 1.58 | 6.08 | 40.85 |
| As at 31.03.2021 | 80.37 | 15.79 | 1,048.24 | 2,632.89 | 76.96 | 121.68 | 50.55 | 4,026.48 |
| Additions | - | - | - | 134.09 | - | 12.65 | - | 146.74 |
| Deductions | - | - | - | 6.62 | 0.02 | 1.47 | - | 8.11 |
| As at 31.03.2022 | 80.37 | 15.79 | 1,048.24 | 2,760.36 | 76.94 | 132.86 | 50.55 | 4,165.11 |
| Depreciation | ||||||||
| As at 01.04.2020 | - | 0.75 | 175.44 | 922.24 | 52.64 | 62.09 | 26.34 | 1,239.50 |
| Charge for theyear | - | 0.19 | 43.82 | 246.49 | 2.89 | 17.90 | 6.14 | 317.43 |
| Deductions | - | - | - | 22.64 | - | 1.03 | 4.29 | 27.96 |
| As at 31.03.2021 | - | 0.94 | 219.26 | 1,146.09 | 55.53 | 78.96 | 28.19 | 1,528.97 |
| Charge for theyear | - | 0.19 | 42.50 | 240.13 | 2.82 | 16.63 | 5.14 | 307.41 |
| Deductions | - | - | - | 4.30 | - | 1.39 | - | 5.69 |
| As at 31.03.2022 | - | 1.13 | 261.76 | 1,381.92 | 58.35 | 94.20 | 33.33 | 1,830.69 |
| Net block | ||||||||
| As at 31.03.2021 | 80.37 | 14.85 | 828.98 | 1,486.80 | 21.43 | 42.72 | 22.36 | 2,497.51 |
| As at 31.03.2022 | 80.37 | 14.66 | 786.48 | 1,378.44 | 18.59 | 38.66 | 17.22 | 2,334.42 |
i. The leasehold land comprises land obtained on lease from Rajasthan State Industrial & Mineral Development Corporation Limited for 99 years and land obtained from Government of Himachal Pradesh for 95 years.
ii. There is no revaluation in property, Plant & equipment during the year ended March 2022
iii. Title deeds of all Immovable Properties are held in the name of the Company
4 Investment Property
| Investment Property | ||
|---|---|---|
| MRO Centre (Rs. / lakh) |
Total (Rs. / lakh) |
|
| At cost As at 01.04.2020 Additions Deductions As at 31.03.2021 Additions Deductions As at 31.03.2022 Depreciation As at 01.04.2020 Charge for the year Deductions As at 31.03.2021 Charge for the year Deductions As at 31.03.2022 Net block As at 31.03.2021 As at 31.03.2022 |
- - - - 2,263.66 - 2,263.66 - - - - 101.84 - 101.84 - 2,161.82 |
- - - - 2,263.66 - 2,263.66 - - - - 101.84 - 101.84 - 2,161.82 |
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Notes:
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i There is no revaluation in Investment Property during the year ended March 2022
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ii Title deeds of all Investment Properties are held in the name of the Company
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iii. Depreciation is provided based on useful life supported by the technical evaluation considering business specific usages, useful life of the investment property has been estimated at 20 years.
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iv. Disclosure pursuant to IndAS 40 “Investment Property”
| Disclosure pursuant to IndAS 40 “Investment Property” | ||
|---|---|---|
| Particulars | 2021-22 | 2020-21 |
| (a) Rental income derived from Investment Property | 258.65 | - |
| (b) Direct operating expenses arising from investment property that generate rental income. |
- | - |
| (c) Depreciation | 101.84 | - |
| (d)The fair value of the investmentpropertyis estimated equal to carryingcost |
v During the year the Company completed construction of MRO Centre at a cost of Rs. 2,263.66 lakhs. The MRO Centre has been specifically designed for the requirement of the lessee. The income from the MRO Centre by way of lease charges started with effect from 01.09.2021. The initial lease period as per the agreement is nine and a half years. In the opinion of the management, there is reasonable certainty that the lease will be extended at least for a similar period.
5 Other intangible assets
| Other intangible assets | ||
|---|---|---|
| Software & Website (Rs. / lakh) |
Total (Rs. / lakh) |
|
| Cost or deemed cost As at 01.04.2020 Additions Deductions As at 31.03.2021 Additions Deductions As at 31.03.2022 Amortisation As at 01.04.2020 Charge for the year Deductions As at 31.03.2021 Charge for the period Deductions As at 31.03.2022 Net block As at 31.03.2021 As at 31.03.2022 |
57.86 2.82 - 60.68 11.62 - 72.30 37.03 11.12 - 48.15 9.02 - 57.17 12.53 15.13 |
57.86 2.82 - |
| 60.68 | ||
| 11.62 - |
||
| 72.30 | ||
| 37.03 11.12 - |
||
| 48.15 | ||
| 9.02 - |
||
| 57.17 | ||
| 12.53 15.13 |
i There is no revaluation in other intangible assets during the year ended March 2022
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6 Investments
| Investments | |||
|---|---|---|---|
| As at 31 March, 2022 As at 31 March,2021 |
|||
| Face value per share / unit (in Rs) Numbers |
(Rs. / lakh) Face value per share / unit (in Rs) Numbers |
(Rs. / lakh) |
|
| Non-current A. Investments carried at cost [Fully paid-up (Unquoted)] i. Investment in subsidiary Equity shares of SUN-AMP Solar India Private Limited ii. Investment in Joint Venture Sun Mobility EV Infra Private Limited (formerly known as Alberieth EV Services Private Limited) Equity shares 0.001% Optionally covertible redeemable preference shares B. Investments carried at Fair value through other comprehensive income i. Equity shares [Fully paid-up (Quoted)] 3M India Limited Aarti Industries Limited Aavas Financiers Limited Abbott India Limited AIA Engineering Limited Ajanta Pharma Limited Amrutanjan Health Care Limited Asian Paints Limited Astral Limited AU Small Finance Bank Limited Axis Bank Limited Bajaj Finance Limited Bajaj Finserv Limited Bata India Limited Beml Limited Cadila Healthcare Limited Cartrade Tech Limited CCL Products India Limited Cholamandalam Investment and Finance Company Limited Cipla Limited City Union Bank Limited Coforge Limited Computer Age Management Services Limited |
- - - - 10 12 5 2,332 10 1,143 10 17 - - 2 122 - - 1 282 1 610 10 2,135 2 3,668 2 142 5 29 5 840 10 75 - - 10 137 2 1,115 2 4,358 2 468 - - 10 77 10 98 |
- 10 3,738,300 - - 10 1,500,000 - 10 12,000,000 - - 2.36 - - 22.31 - - 29.37 10 650 3.01 - - - 2 593 2.21 - - - 1 2,456 8.69 - - 12.34 - - 26.61 - - 27.92 2 1,468 10.31 - - 4.95 - - 16.48 - - 1.36 - - - 1 1,214 0.79 - - 4.50 - - 31.31 2 4,615 4.76 2 2,220 - 1 9,738 3.43 - - 2.27 - - |
295.35 |
| 295.35 | |||
| 150.00 1,200.00 |
|||
| 1,350.00 | |||
| 1,645.35 | |||
- - 15.74 - 12.17 - 13.94 - - - 10.24 - - - - 5.35 - - 25.79 18.10 15.19 - - |
83
| As at 31 March, 2022 As at 31 March,2021 |
|
|---|---|
| Face value per share / unit (in Rs) Numbers (Rs. / lakh) Face value per share / unit (in Rs) Numbers (Rs. / lakh) |
|
| Crompton Greaves Consumer Electrical Limited DCB Bank Limited Dixon Technologies India Limited Dodla Dairy Limited Dr Lal Pathlabs Limited Eastern Treads Limited Eicher Motors Limited Engineers India Limited Fine Organic Industries Limited FSN E-Commerce Ventures Limited Garware Technical fbres Limited (Erstwhile Garware wall ropes Limited) GMM Pfaudler Limited Go Fashion India Limited Hdfc Bank Limited Hdfc Life Insurance Company Limited Hindalco Industries Limited ICICI Bank Limited ICICI Lombard General Insurance Company Limited IDFC Limited Indiamart Intermesh Limited Indigo Paints Limited Info Edge India Limited Infosys Limited Intellect Design Arena Limited Jubilant Foodworks Limited Kajaria Ceramics Limited KNR Constructions Limited Kotak Mahindra Bank Limited LA Opala Rg Limited Larsen and Toubro Limited Larsen & Toubro Infotech Limited Laurus Labs Limited LNT Technology Services Limited Lupin Limited Maruti Suzuki India Limited Metro Brands Limited Metropolis Healthcare Limited Mphasis Limited Navin Fluorine International Limited Nestle India Limited Newgen Software Technologies Limited Orient Electric Limited Page Industries Limited Persistent Systems Limited Phoenix Mills Limited |
2 498 1.86 - - - - - - 10 20,833 21.38 2 65 2.80 - - - 10 199 0.89 - - - 10 73 1.91 - - - - - - 10 11,100 6.11 1 61 1.27 - - - - - - 5 4,370 3.36 5 62 2.48 - - - 1 163 2.75 - - - 10 296 8.35 10 840 21.56 2 123 5.60 - - - 10 595 6.02 - - - 1 925 13.60 - - - 10 282 1.52 - - - 1 582 3.31 - - - 2 2,280 16.65 2 6,850 39.87 10 1,421 18.81 - - - - - - 10 16,770 7.94 10 128 5.53 - - - 10 286 4.59 - - - 10 52 2.34 - - - 5 927 17.68 - - - 5 207 1.96 - - - 10 162 4.27 - - - 1 2,911 29.67 1 2,061 19.10 2 351 1.00 - - - 5 83 1.46 - - - - - - 2 2,846 6.31 - - - 2 2,128 30.19 1 81 4.99 - - - 2 4,740 27.97 - - - 2 41 2.09 - - - - - - 2 1,372 14.00 5 63 4.76 - - - 5 1,009 6.18 - - - 2 88 1.79 - - - 10 386 13.04 - - - 2 60 2.45 - - - 10 49 8.52 - - - 10 247 1.15 - - - 1 373 1.20 - - - 10 61 26.35 10 49 14.86 10 713 33.97 10 717 13.78 2 95 1.04 - - - |
84
| As at 31 March, 2022 As at 31 March,2021 |
As at 31 March, 2022 As at 31 March,2021 |
As at 31 March, 2022 As at 31 March,2021 |
|
|---|---|---|---|
| Face value per share / unit (in Rs) Numbers |
(Rs. / lakh) Face value per share / unit (in Rs) Numbers |
(Rs. / lakh) |
|
| PI Industries Limited Poly Medicure Limited PVR Limited Safari Industries India Limited Saregama India Limited Sequent Scientifc Limited Supreme Industries Limited Suven Pharmaceuticals Limited Tata Steel Limited Tech Mahindra Limited Titan Company Limited Torrent Pharmaceuticals Limited TVS Motor Company Limited United Spirits Limited Vamshi Rubber Limited Vedant Fashions Limited Wipro Limited Embassy Offce Park - REIT Mindspace Business Parks - REIT ii. Equity mutual funds (Unquoted) HDFC Top 100 Fund - Direct Plan -Growth Axis Bluechip Fund – Direct Plan - Growth Mirae Asset Large Cap Fund - Direct Plan – Growth Franklin India Feeder – Franklin US Opportunities Fund - Regular plan - Growth PGIM India Global Equity Opportunities Fund - Regular plan - Growth ICICI Prudential Equity & Debt fund - Direct Plan - Growth Kotak Flexicap Fund - Regular Plan (Erstwhile Kotak Standard Multicap Fund - Regular Plan - Growth) Kotak Flexicap Fund - Direct Growth (Erstwhile Kotak Standard Multicap Fund - Direct Plan - Growth) SBI Blue Chip Fund - Regular Plan - Growth ICICI Prudential Multi Cap Fund Regular Plan - Growth Axis Focused 25 Fund Direct Plan Growth Axis Focused 25 Fund Regular Plan Growth Canara Robeco Flexi Cap Fund - Regular Plan – Growth |
1 1,275 5 142 10 1,424 2 613 10 67 2 956 2 744 1 345 10 150 - - 1 326 5 1,158 1 2,568 - - - - 1 129 - - 300 5,600 275 7,000 100 42,581.41 10 202,908.26 10 119,962.16 10 101,565.40 10 162,435.02 - - 10 228,954.98 10 183,549.60 10 154,627.20 10 15,330.30 10 215,649.47 10 73,543.76 10 25,105.45 |
35.95 1 1,169 1.35 - - 27.37 10 1,079 5.97 - - 3.23 - - 1.28 - - 15.23 2 627 2.13 - - 1.96 - - - 5 3,610 8.27 - - 32.33 5 1,063 16.07 - - - 2 3,015 - 10 4,664 1.25 - - - 2 9,818 20.82 300 5,600 24.26 275 7,000 704.27 313.40 100 42,581.41 101.31 - - 101.29 - - 52.85 - - 52.24 - - - 10 77,294.80 118.99 10 228,954.98 104.38 10 183,549.60 93.00 10 154,627.20 67.51 10 15,330.30 103.90 10 215,649.47 31.70 - - 55.70 - - |
26.40 - 13.23 - - - 12.81 - - 35.79 - 27.05 - 16.77 0.90 - 40.66 18.24 20.63 |
| 527.46 | |||
| 257.82 - - - - 142.04 102.94 89.44 80.08 54.81 89.30 - - |
85
| As at 31 March, 2022 As at 31 March,2021 |
As at 31 March, 2022 As at 31 March,2021 |
As at 31 March, 2022 As at 31 March,2021 |
|
|---|---|---|---|
| Face value per share / unit (in Rs) Numbers |
(Rs. / lakh) Face value per share / unit (in Rs) Numbers |
(Rs. / lakh) |
|
| Parag Parikh Flexi Cap Fund - Regular Plan - Growth Uti Flexi Cap Fund - Regular Plan – Growth Avendus Enhanced Return Fund Mirae Asset Large Cap Fund - Regular Plan - Growth UTI Arbitrage Fund - Direct Plan - Growth SBI-ETF NIFTY 50 iii. Capital venture fund (unquoted) Zodius Technology Fund IIFL Special Opportunities Fund Series 4 India Whizdom Fund iv. Investment in Compulsory convertible preference shares (Unquoted) SRL 142 Holdings Limited (These preference shares are fully paid up and will be compulsory converted into equity shares after eight years from the date of issue.) v. Investment in Equity shares (Unquoted) Lithium Urban Technologies Private Limited C. Investments carried at Fair value through proft and loss (Unquoted) LIC MF Bond Fund - Growth Plan Kotak Floating Rate Fund Direct Plan Growth Aditya Birla Sun Life Floating Rate Fund – Direct Plan – Growth IDFC Banking & PSU Debt Fund - Direct -Plan - Growth Aditya Birla Sun Life Banking & PSU Debt fund - Growth - Direct Plan ICICI Prudential Real Estate AIF-1 IDFC Bond Fund - Short Term -Direct Plan – Growth SBI Short term Debt Fund - Direct Plan - Growth Axis Short Term Fund - Direct Plan - Growth |
10 119,647.60 10 17,648.92 - - 10 158,161.79 - - 193,495.00 10 220,652.74 - 2,525,059.34 $1 1,800,000 - - - - 1,000 41,190.83 10 133,120.44 10 525,896.44 100 107,799.51 100 93,988.00 20 978,037.66 10 1,758,701.23 10 2,010,919.44 |
59.20 - - 43.24 - - - 122.44 10 115,442.88 - 10 439,638.95 345.56 - 1,766.71 21.18 10 691,017.14 247.62 - 2,525,059.34 15.06 283.86 1,758.72 $1 1,800,000 1,758.72 - 10 9,029 - 4,513.56 - 10 729,047.18 505.55 1,000 22,780.27 377.46 - - 107.28 10 525,896.44 328.06 100 107,799.51 93.99 100 142,204.00 479.21 20 978,037.66 475.62 10 1,758,701.23 536.57 10 2,010,919.44 2,903.74 |
- - 378.52 75.62 125.10 - |
| 1,395.67 | |||
69.79 237.17 20.86 |
|||
| 327.82 | |||
| 1617.10 | |||
| 1,617.10 | |||
256.51 |
|||
| 256.51 | |||
| 4,124.56 | |||
413.63 263.58 - 102.76 312.32 142.20 458.33 457.77 510.81 |
|||
| 2,661.40 |
86
| As at 31 March, 2022 As at 31 March,2021 |
As at 31 March, 2022 As at 31 March,2021 |
As at 31 March, 2022 As at 31 March,2021 |
|
|---|---|---|---|
| Face value per share / unit (in Rs) Numbers |
(Rs. / lakh) Face value per share / unit (in Rs) Numbers |
(Rs. / lakh) |
|
| D. Investments carried at amortised cost (Unquoted) i. Tax free Bonds 7.40% IIFCL (HNI) 22-Jan-33 (Tax Free) 8.26% IIFCL 23-Aug-28 (Tax Free) ii. Corporate and psu bonds 11.80% SREI Equipment Finance Limited 10.25% SREI Equipment Finance Limited 9.90% IFCI Limited 9.48% West Bengal Financial Corporation 6.87% Bharat Bond ETF – April 2032 7.58% Bharat Bond ETF – April 2030 5.85% ABSL Crisil SDL Plus AAA PSU Apr 2025 60:40 Index Fund – Direct Plan 6.30% Edelweiss Nifty PSU Bond Plus SDL Index Fund 2026 – Direct Plan Measured at fair value through proft or loss Measured at amortised cost Measured at fair value through other comprehensive income Measured at cost a. Aggregate amount of quoted investments and market value thereof b. Aggregate amount of unquoted investments (including mutual funds) Notes: i. Investment in Subsidiary Equity shares of Sun-AMP Solar India Private Limited ii.* Investment in Joint Venture Sun Mobility EV Infra Private Limited (formerly known as Alberieth EV Services Private Limited) Equity shares 0.001% Optionally covertible redeemable preference shares |
1,000 18,250 1,000,000 8 1,000,000 1.00 1,000 1,500.00 25,000 8.00 - - 1,000 19,999.00 1,000 24,968.00 10 1,499,925.00 10 1,867,424.88 |
186.20 1,000 18,250 84.14 1,000,000 8 270.34 9.86 1,000,000 1.00 14.71 1,000 1,500.00 2.07 25,000 8.00 - 100,000 2.00 204.06 - - 302.69 - - 150.02 - - 200.20 - - 883.61 1153.95 8,571.25 2,903.74 1,153.95 4,513.56 - 8,571.25 704.27 7,866.98 |
186.54 84.83 |
| 271.37 | |||
9.81 14.49 2.18 2.01 - - - - |
|||
| 28.49 | |||
| 299.86 | |||
| 8,731.17 | |||
| 2,661.40 299.86 4,124.56 1,645.35 |
|||
| 8,731.17 | |||
| 527.46 8,203.71 |
|||
| Registered Offce % of shareholding As at 31 March, 2022 As at 31 March, 2021 |
|||
| 11, Community Centre, Saket, New Delhi -110017 - 51% 11, Community Centre, Saket, New Delhi -110017 - 50% - 100% |
Board of Directors in their meeting held on 10th February 2022 have approved Voluntary winding up of SUN Amp Solar India (P) Limited (unlisted - non material subsidiary)and the liquidator has been appointed on 28th March 2022 .*
87
| Non-current | Non-current | Current | Current | ||||
|---|---|---|---|---|---|---|---|
| As at 31 March, 2022 (Rs. / lakh) |
As at 31 March, 2021 (Rs. / lakh) |
As at 31 March,2022 (Rs. / lakh) |
As at 31 March, 2021 (Rs. / lakh) |
||||
| 7 Loans (Unsecured, considered good) (at amortised cost) Loan to employees 8 Income tax assets (net) Income tax assets Income tax paid (Net of provision for income tax) 9 Other fnancial assets Security deposits Security deposits - considered good Fixed deposits with banks Bank Deposits with more than 12 months maturity (refer note 15 for deposit kept as margin with bank for issuing bank guarantee) Others Deposit with government tax authorities under protest [refer note 37(a)] Interest accrued on fnancial assets carried at amortised cost: - fxed deposits with banks - other deposits - other investments Export benefts receivable Other receivable |
0.16 0.16 228.39 228.39 |
1.48 1.48 281.68 281.68 |
24.68 24.68 - - |
17.57 | |||
| 17.57 | |||||||
| - | |||||||
| - | |||||||
| Non-current | Current | ||||||
| As at 31 March, 2022 (Rs. / lakh) |
As at 31 March, 2021 (Rs. / lakh) |
As at 31 March, 2022 (Rs. / lakh) |
As at 31 March, 2021 (Rs. / lakh) |
||||
| Security deposits Security deposits - considered good Fixed deposits with banks Bank Deposits with more than 12 months maturity (refer note 15 for deposit kept as margin with bank for issuing bank guarantee) Others Deposit with government tax authorities under protest [refer note 37(a)] Interest accrued on fnancial assets carried at amortised cost: - fxed deposits with banks - other deposits - other investments Export benefts receivable Other receivable |
40.32 40.32 7.32 7.32 - 0.17 - - - - 0.17 47.81 |
46.50 46.50 54.17 54.17 - 0.67 - - - - 0.67 101.34 |
82.98 82.98 - - 29.25 5.31 1.58 9.16 7.10 11.47 63.87 146.85 |
98.74 98.74 - - 25.70 5.62 1.26 7.82 13.14 0.31 53.85 152.59 |
88
10 Other assets
| Other assets | ||||
|---|---|---|---|---|
| Non-current | Current | |||
| As at 31 March, 2022 (Rs. / lakh) |
As at 31 March, 2021 (Rs. / lakh) |
As at 31 March, 2022 (Rs. / lakh) |
As at 31 March, 2021 (Rs. / lakh) |
|
| Capital advances Advance to suppliers Balances with statutory / government authorities Prepaid expenses (refer note 39) Advances to employees Other advances |
19.29 - - 5.50 - - 24.79 |
223.76 - - 5.94 - - 229.70 |
- 148.70 381.44 85.43 14.15 4.42 634.14 |
- 34.57 485.47 83.56 15.23 3.59 |
| 622.42 |
11 Inventories
| 24.79 229.70 Inventories |
634.14 | 622.42 |
|---|---|---|
| As at 31 March,2022 (Rs. / lakh) |
As at 31 March, 2021 (Rs. / lakh) |
|
| Raw materials [including stock in transit Rs 254.29 lakh (previous year Rs.66.58 lakh)] Packing materials Stores and spare parts Work-in-progress Finished goods Traded goods |
1,362.48 23.26 125.12 287.03 2,101.62 22.38 3,921.89 |
1,206.94 17.38 112.83 251.15 1,988.16 22.99 |
| 3,599.45 |
12 Investments
Current
| Investments Current |
3,921.89 3,599.45 |
3,921.89 3,599.45 |
3,921.89 3,599.45 |
|---|---|---|---|
| As at 31 March, 2022 As at 31 March,2021 |
|||
| Face value per share / unit (in Rs) Numbers |
(Rs. / lakh) Face value per share / unit (in Rs) Numbers |
(Rs. / lakh) |
|
| A. Investments carried at Fair value through other comprehensive income i. Equity mutual funds (Unquoted) Kotak Equity Arbitrage Fund - Direct Plan -Growth Tata Arbitrage Fund - Direct Plan – Growth UTI Arbitrage Fund - Direct Plan - Growth SBI Arbitrage Opportunities Fund - Direct Plan - Growth ii. Equity shares (Unquoted) Equity shares of SUN-AMP Solar India Private Limited |
10 3,529,900.22 10 4,702,074.63 10 1,220,383.56 10 526,031.07 10 3,738,300.00 |
1,117.88 - - 563.57 - - 362.72 - - 150.07 - - 2,194.24 474.46 - - 474.46 |
- - - - |
- |
|||
89
| 13 | As at 31 March, 2022 As at 31 March,2021 |
As at 31 March, 2022 As at 31 March,2021 |
As at 31 March, 2022 As at 31 March,2021 |
As at 31 March, 2022 As at 31 March,2021 |
As at 31 March, 2022 As at 31 March,2021 |
|
|---|---|---|---|---|---|---|
| Face value per share / unit (in Rs) Numbers |
(Rs. / lakh) Face value per share / unit (in Rs) Numbers |
(Rs. / lakh) |
||||
| B. Investments carried at Fair value through proft and loss i. Investments in Mutual Funds (Unquoted) Reliance Mutual Fund ETF Liquid Bees UTI Liquid Cash Plan - Direct Plan - Growth UTI-Fixed Term Income Fund - Series XXVIII-II (1210 Days) - Direct - Growth Plan UTI Fixed Term Income Fund - Series XXVIII-XIII ( 1134 Days) - Direct Plan - Growth Measured at fair value through proft or loss Measured at fair value through other comprehensive income Aggregate amount of unquoted investments Trade receivables |
1,000 3.17 - - - - - - |
0.03 1,000 3.17 - 1,000 3,711.11 - 10 2,000,000.00 - 10 3,000,000.00 0.03 0.03 2,668.70 2,668.73 |
0.03 125.08 235.30 371.71 |
|||
| 732.12 | ||||||
| 732.12 - |
||||||
| 732.12 | ||||||
| As at 31 March,2022 (Rs. / lakh) |
As at 31 March, 2021 (Rs. / lakh) |
|||||
| Trade Receivables considered good - Secured Trade Receivables considered good - Unsecured Trade Receivables - Credit impaired Allowances for credit losses (doubtful debts) |
51.78 2,207.79 115.85 2,375.42 115.85 2,259.57 |
83.58 2,862.39 104.21 |
||||
| 3,050.18 104.21 |
||||||
| 2,945.97 |
Notes:
-
a. The credit period generally allowed on sales of goods and services varies from 21 to 60 days.
-
b. The allowances for credit losses (doubtful debts) at the reporting period are analysed by the Company on case to case basis.
-
c. Movement in the credit loss allowances:
| As at 31 March,2022 (Rs. / lakh) |
As at 31 March, 2021 (Rs. / lakh) |
|
|---|---|---|
| Balance at the beginning of the year Movement in expected credit loss allowance on trade receivables Balance at the end of the year |
104.21 11.64 115.85 |
81.89 22.32 |
| 104.21 |
- d. The concentration of credit risk is limited due to the fact that the customer base is large and unrelated.
90
Amount in lakh.
e. Trade Receivables Ageing Schedule :
| 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 |
Total | ||
|---|---|---|---|---|---|---|---|
| Less than 6 months |
6 months -1year |
1-2 Years |
2-3 years |
More than 3 years |
|||
| (i) | Undisputed Trade receivables – considered good |
2001.17 | 97.97 | 134.09 | 26.34 | 0.00 | 2259.57 |
| (ii) | Undisputed Trade Receivables – which have signifcant increase in credit risk |
||||||
| (iii) | Undisputed Trade Receivables – credit impaired |
3.95 | 13.71 | 17.66 | |||
| (iv) | Disputed Trade Receivables– consideredgood |
||||||
| (V) | Disputed Trade Receivables – which have signifcant increase in credit risk |
||||||
| (vi) | Disputed Trade Receivables – credit impaired |
21.97 | 76.22 | 98.19 | |||
| Total | 2001.17 | 97.97 | 134.09 | 52.26 | 89.93 | 2375.42 |
14 Cash and cash equivalents
| Cash and cash equivalents | ||
|---|---|---|
| As at 31 March,2022 (Rs. / lakh) |
As at 31 March, 2021 (Rs. / lakh) |
|
| Balances with banks: - On current accounts - On cash credit accounts Cash on hand |
0.60 67.50 68.10 2.63 70.73 |
8.25 162.22 |
| 170.47 3.85 |
||
| 174.32 |
Note:
Cash credit under Multiple Banking Arrangements are from banks secured by first pari passu charge in favour of Kotak Mahindra Bank and State Bank of India on entire current assets including stocks lying at the Company’s factory at Nalagarh and other stock points, on book debts and on entire fixed assets of the Company - present and future.
The Company has not utilised Cash Credit as on 31 March,2022 (Previous Year - NIL).
Quarterly returns or statements of current assets filed by the company with banks or financial institutions are in agreement with the books of accounts;
All the charges registered with Registrar of Companies was filed within stipulated time
15 Bank balances other than above
Other bank balances:
| - Deposits with remaining maturity for less than 12 months (Deposits kept as margin with bank for issuing bank gurantees amounts to Rs 44.11 lacs) (refer note 9 for non-current portion) - Unpaid dividend accounts |
122.07 50.40 172.47 |
130.16 55.29 |
|---|---|---|
| 185.45 |
91
16 Equity share capital
| Equity share capital | |
|---|---|
| As at 31 March, 2022 As at 31 March,2021 |
|
| No. of shares (Rs. / lakh) No. of shares (Rs. / lakh) |
|
| Authorised shares Equity shares of Rs. 2 each Issued, subscribed and fully paid-up shares Equity shares of Rs. 2 each fully paid up Notes: |
35,000,000 700.00 35,000,000 700.00 26,250,000 525.00 26,250,000 525.00 |
a. Reconciliation of the number of shares outstanding at the beginning and at the end of the reporting year
reporting year |
|
|---|---|
| As at 31 March, 2022 As at 31 March,2021 |
|
| No. of shares (Rs. / lakh) No. of shares (Rs. / lakh) |
|
| Equity shares At the beginning of the year Movement during the year Outstanding at the end of the year |
26,250,000 525.00 26,250,000 525.00 - - - - |
| 26,250,000 525.00 26,250,000 525.00 |
b. Terms/rights attached to equity shares
The Company has only one class of equity shares having par value of Rs. 2 per share. Each holder of equity shares is entitled to one vote per share. The Company declares and pays dividends in Indian rupees.
c. Detail of shareholders holding more than 5% shares
| As at 31 March, 2022 As at 31 March,2021 |
|
|---|---|
| No. of shares % Holding No. of shares % Holding |
|
| Equity shares of Rs. 2 each fully paid i. Mrs. Jeet Khemka ii. Khemka Aviation Private Limited |
8,760,005 33.37% 8,760,005 33.37% 6,272,325 23.89% 6,272,325 23.89% |
d. Disclosure of Shareholding of Promoters as on 31.3.2022 as is follow:
| Promoter Name | As at 31 March, 2022 As at 31 March, 2021 % change during theyear No. of shares % of total Shares No. of shares % of total Shares |
|---|---|
| i. Unipatch Rubber Limited ii. Khemka Aviation Pvt Ltd iii. Mrs Jeet Khemka iv. Mr. Nand Lal Khemka v. Mrs. Urvashi Rajya Laxmi Rana Khemka vi. Mr. Uday Harsh Khemka vii. Sun Securities Limited viii. Sun London Limited Total |
1,187,415 4.52% 1,187,415 4.52% 0.00% 6,272,325 23.89% 6,272,325 23.89% 0.00% 8,760,005 33.37% 8,760,005 33.37% 0.00% 18,505 0.07% 18,505 0.07% 0.00% 1,250,750 4.76% 1,250,750 4.76% 0.00% 1,250,750 4.76% 1,250,750 4.76% 0.00% 137,000 0.52% 137,000 0.52% 0.00% 376,000 1.43% 376,000 1.43% 0.00% |
| 19,252,750 73.34% 19,252,750 73.34% 0.00% |
92
17 Other equity
| 17 Other equity | ||
|---|---|---|
| As at 31 March,2022 (Rs. / lakh) |
As at 31 March, 2021 (Rs. / lakh) |
|
| i. Capital reserve a. Proft on re-issue of forfeited shares ii. Securities premium iii. General reserve iv. Retained earnings Balance at the beginning of year Proft for the year Final dividend (amount per share Rs. 1.50 , previous year Rs. Nil) Interim dividend (amount per share Re 0.90, previous year Re. 0.90) Tax on dividends Balance at the end of year v. Other comprehensive income Balance at the beginning of year Gain/(loss) on change in fair valuation of equity instruments Gain/(loss) on sale of equity and equity related instruments Re-measument gain on defned beneft obligations (net) Income tax relating to items that will not be reclassifed to proft or loss Deferred tax Balance at the end of year Total other equity |
0.29 0.29 450.00 1,148.80 16,493.68 259.18 (393.75) (236.25) - 16,122.86 1,101.12 706.78 769.42 31.33 (118.80) (82.28) 2,407.57 20,129.52 |
0.29 |
| 0.29 | ||
| 450.00 1,148.80 16,454.74 276.06 - (236.25) (0.87) |
||
| 16,493.68 | ||
| 72.13 893.61 207.07 (13.08) 0.20 (58.81) |
||
| 1,101.12 | ||
| 19,193.89 |
Notes
(i) Capital reserve
Capital reserve represents the amount on account of forfeiture of equity shares of the Company.
- (ii) Securities premium
Securities Premium represents amount received on issue of shares in excess of the par value.
(iii) General reserve
Under the erstwhile Companies Act 1956, general reserve was created through an annual transfer of net income at a specified percentage in accordance with applicable regulations. Consequent to introduction of Companies Act 2013, the requirement to mandatorily transfer a specified percentage of the net profit to general reserve has been withdrawn. Central cash subsidy amounting to Rs. 30 lakh received for the installation of plant at Nalagarh in 2006 is included in general reserve.
However, the amount previously transferred to the general reserve can be utilised only in accordance with the specific requirements of Companies Act, 2013.
- (iv) Retained earnings
Retained earnings represent the amount of accumulated earnings of the Company.
(v) Other comprehensive income
It comprises amounts that will not be re-classifed to profit & loss and are eligible to be re-classified in retained earning.
93
(vi) Payment of Dividend
The Board of Directors at its meeting held on 23rd April 2022, recommended a final dividend of Rs 1.50 per share of the face value of Rs 2/- each, for the financial year ended 31st March 2022. This together with interim dividend of Rs. 0.90 per share declared on 12th November 2021, the total dividend for the financial year ended 31st March 2022 amounts to Rs. 2.40 per share of face value of Rs. 2/- each. Final dividend is subject to the approval of shareholders.
18 Deferred tax liabilities (Net)
| Deferred tax liabilities (Net) | ||||||
|---|---|---|---|---|---|---|
| As at 31 March,2022 (Rs. / lakh) |
As at 31 March, 2021 (Rs. / lakh) |
|||||
| Deferred tax liabilities Deferred tax assets |
418.96 (69.94) 349.02 |
361.29 (78.20) |
||||
| 283.09 | ||||||
| Opening Balance (Rs. / lakh) |
Recognised in Proft and loss (Rs. / lakh) |
Recognised in other comprehensive Income (Rs. / lakh) |
Closing balance (Rs. / lakh) |
|||
| As at 31 March, 2022 Deferred tax (assets) / liabilities in relation to : Property, plant and equipment & other intangible assets Fair value change in investments Provisions for doubtful debts Provision for employee benefts Tax impact of expenses chargeable in the fnancial statements but allowable under the Income Tax Act, 1961 in future years Net Deferred (assets) / liabilities As at 31 March, 2021 Deferred tax (assets) / liabilities in relation to : Property, plant and equipment & other intangible assets Fair value change in investments Provisions for doubtful debts Provision for employee benefts Tax impact of expenses chargeable in the fnancial statements but allowable under the Income Tax Act, 1961 in future years Net Deferred (assets) / liabilities |
218.88 142.41 (26.23) (34.40) (17.57) 283.09 235.51 75.52 (20.61) (24.18) (17.51) 248.73 |
(14.40) (2.33) (2.92) 3.91 (0.61) (16.35) (16.63) 8.08 (5.62) (10.22) (0.06) (24.45) |
- 74.40 - 7.88 - 82.28 - 58.81 - - - 58.81 |
204.48 214.48 (29.15) (22.61) (18.18) |
||
| 349.02 | ||||||
| 218.88 142.41 (26.23) (34.40) (17.57) |
||||||
| 283.09 |
94
19 Trade payables
| Trade payables | ||
|---|---|---|
| As at 31 March,2022 (Rs. / lakh) |
As at 31 March, 2021 (Rs. / lakh) |
|
| Totaloutstandingdues of micro enterprises and small enterprises (refer note 38) Total outstanding dues of creditors other than micro enterprises and small enterprises |
38.76 1,793.93 1,832.69 |
44.54 1,476.10 |
| 1,520.64 |
Ageing for trade payables outstanding as at 31st March, 2022 is as follows:
| Particulars | Outstanding for following periods from due date of payment | Outstanding for following periods from due date of payment | Outstanding for following periods from due date of payment | Outstanding for following periods from due date of payment | Outstanding for following periods from due date of payment |
|---|---|---|---|---|---|
| Less than 1 year |
1-2 years | 2-3 years |
More than 3 years |
Total | |
| (i) MSME* | 38.76 | - | - | - | 38.76 |
| (ii) Others | 1,793.93 | - | - | - | 1,793.93 |
| (iii) Disputed dues – MSME | - | - | - | - | - |
| (iv)Disputed dues - Others | - | - | - | - | - |
*** MSME as per the Micro, Small and Medium Enterprises Development Act, 2006.**
20 Other financial liabilities
| Other fnancial liabilities | ||
|---|---|---|
| As at 31 March,2022 (Rs. / lakh) |
As at 31 March, 2021 (Rs. / lakh) |
|
| Current Unpaid dividend (refer note below) Payable towards capital goods Retention money and security deposits Interest on sales tax Interest payable on security deposits |
50.40 19.06 186.48 5.20 7.82 268.96 |
55.29 23.82 235.60 5.20 14.48 |
| 334.39 |
Note:
Unpaid dividend is credited to Investor Education and Protection Fund as and when due.
21 Provisions
| Provisions | ||||
|---|---|---|---|---|
| Non-current | Current | |||
| As at 31 March, 2022 (Rs. / lakh) |
As at 31 March, 2021 (Rs. / lakh) |
As at 31 March, 2022 (Rs. / lakh) |
As at 31 March, 2021 (Rs. / lakh) |
|
| Provision for employee benefts Provision for gratuity Provision for leave encashment |
- 91.32 91.32 |
- 87.92 87.92 |
- 8.30 8.30 |
24.70 24.08 |
| 48.78 |
95
22 Other liabilities
| Other liabilities | ||||
|---|---|---|---|---|
| Non-current | Current | |||
| As at 31 March, 2022 (Rs. / lakh) |
As at 31 March, 2021 (Rs. / lakh) |
As at 31 March, 2022 (Rs. / lakh) |
As at 31 March, 2021 (Rs. / lakh) |
|
| Advances from customers Others statutory dues payables (refer note below) Other payables |
- - - - |
- - - - |
28.12 90.47 57.86 176.45 |
23.98 155.56 45.94 |
| 225.48 |
Note:
Others statutory dues majorly comprises of GST and TDS.
23 Revenue from operations
| 23 | Revenue from operations | |||
|---|---|---|---|---|
| 24 | Year ended 31 March,2022 (Rs. / lakh) |
Year ended 31 March, 2021 (Rs. / lakh) |
||
| Sale of products: Manufactured goods Traded goods Sale of services Other operating revenue: Scrap sales Export benefts Revenue from operations Other income |
16,611.64 30.88 16,642.52 5.63 40.78 3.59 16,692.52 |
16,889.79 43.97 |
||
| 16,933.76 14.53 30.35 5.79 |
||||
| 16,984.43 | ||||
| Year ended 31 March,2022 (Rs. / lakh) |
Year ended 31 March, 2021 (Rs. / lakh) |
|||
| Interest income earned on fnancial asset recognised at amortised cost : - Bank deposits - Investment in debt instruments - Other fnancial assets Dividend income : - Dividend from investments valued at OCI Gain/(loss) on disposal of debt instruments at FVTPL Gain on disposal of property, plant and equipment Gain arising on fnancial assets designated through amortised cost Gain/(loss) arising on fnancial assets designated through FVTPL Gain on foreign exchange fuctuations (net) Provision /Liabilities no longer required written back Income from MRO (Investment Property) Other non-operating income |
8.26 39.81 14.08 169.83 24.25 1.00 8.76 104.17 2.21 5.21 258.65 4.75 640.98 |
11.18 23.20 21.97 186.18 28.69 - - 121.22 - 4.89 - 6.49 |
||
| 403.82 |
Note: 1. FVTPL means Fair Value through Profit/Loss
- OCI means Other Comprehensive Income
96
25 Cost of materials consumed
| 25 | Cost of materials consumed | ||
|---|---|---|---|
| 26 27 28 |
Year ended 31 March,2022 (Rs. / lakh) |
Year ended 31 March, 2021 (Rs. / lakh) |
|
| Inventory at the beginning of the year Add : Purchases Less : Inventory at the end of the year Cost of materials consumed Changes in inventories of fnished goods, stock-in-trade and |
1,206.94 12,306.27 1,362.48 12,150.73 work in progress |
637.65 10,622.65 1,206.94 |
|
| 10,053.36 | |||
| Year ended 31 March,2022 (Rs. / lakh) |
Year ended 31 March, 2021 (Rs. / lakh) |
||
| Inventories at the end of the year Traded goods Work-in-progress Finished goods Inventories at the beginning of the year Traded goods Work-in-progress Finished Goods (Increase)/decrease in inventories Insurance claim due to goods destroyed by fre or during transit Employee benefts expense |
22.38 287.03 2,101.62 2,411.03 22.99 251.15 1,988.16 2,262.30 (148.73) 3.71 (152.44) |
22.99 251.15 1,988.16 |
|
| 2,262.30 | |||
| 21.02 273.15 2,645.24 |
|||
| 2,939.41 | |||
| 677.11 3.61 |
|||
| 673.50 | |||
| Year ended 31 March,2022 (Rs. / lakh) |
Year ended 31 March, 2021 (Rs. / lakh) |
||
| Salaries, wages and bonus Contribution to provident and other funds Gratuity expense(refer note 39) Staff welfare expenses Depreciation and amortisation expense |
1,880.80 118.75 36.85 29.45 2,065.85 |
1,923.02 107.97 35.91 28.35 |
|
| 2,095.25 | |||
| Year ended 31 March,2022 (Rs. / lakh) |
Year ended 31 March, 2021 (Rs. / lakh) |
||
| Depreciation of property, plant and equipment Depreciation of Investment Property Amortisation of intangible assets |
307.41 101.84 9.02 418.27 |
317.43 - 11.12 |
|
| 328.55 |
97
29 Finance costs
| 29 | Finance costs | ||
|---|---|---|---|
| 30 | Year ended 31 March,2022 (Rs. / lakh) |
Year ended 31 March, 2021 (Rs. / lakh) |
|
| Interest expense Other borrowing costs Other expenses |
12.84 3.99 16.83 |
20.23 6.35 |
|
| 26.58 | |||
| Year ended 31 March,2022 (Rs. / lakh) |
Year ended 31 March, 2021 (Rs. / lakh) |
||
| Consumption of stores and spare parts Packing expenses Power and fuel Repairs and maintenance: - Plant & machinery - Buildings - Others Rent (refer note 36) Rates and taxes Insurance Travelling and conveyance Communication costs Printing and stationery Legal and professional fees Payments to statutory auditors (refer details below) Freight and forwarding charges Provision for doubtful debts (net of recoverable) Vehicle running and maintenance Loss on disposal/discard of property, plant and equipment Security and other service charges Loss on foreign exchange fuctuation Service charges to C and F agents Advertisement and sales promotion Bad debt written off Commission on sales Bank charges Donation CSR expenditure (refer note 42) Miscellaneous expenses Payments to statutory auditor As auditor: Audit fees Tax audit fees Certifcation GST Audit fees Reimbursement of expenses |
52.86 289.53 375.93 47.98 29.64 28.82 209.39 3.58 84.75 133.58 33.52 8.55 314.44 27.19 452.77 11.64 9.72 - 86.06 - 57.24 121.30 - 24.86 11.95 15.00 33.75 66.21 2,530.26 20.75 3.00 - 3.00 0.44 27.19 |
50.60 234.89 390.52 62.26 21.32 44.46 193.39 13.57 63.12 102.68 33.99 9.02 261.29 29.05 525.44 22.32 11.43 10.37 75.85 0.55 72.52 130.14 1.36 34.77 15.93 1.00 35.62 54.47 |
|
| 2,501.93 | |||
| 19.28 2.72 0.50 6.00 0.55 |
|||
| 29.05 |
98
31 Earnings per equity share
Basic earnings per share is computed by dividing profit or loss attributable to equity shareholders of the Company by the weighted average number of equity shares outstanding during the period. The Company did not have any potentially dilutive securities in any of the years presented.
| Year ended | Year ended | ||
|---|---|---|---|
| 31 March,2022 | 31 March, 2021 | ||
| (Rs. / lakh) | (Rs. / lakh) | ||
| Net proft as per statement of proft and loss | 259.18 | 276.06 | |
| No. of equity shares at the beginning and closing of the year | 26,250,000 | 26,250,000 | |
| Weighted average number of equity shares for calculating basic | 26,250,000 | 26,250,000 | |
| and diluted EPS | |||
| Basic and Diluted earnings per share (Rs.) | 0.99 | 1.05 | |
| [Nominal value of shares Rs.2 ] |
32 Segment Information
The Operating Segment has been reported in a manner consistent with the internal reporting provided to the G.M.(Accounts) & Chief Financial Officer and the Chief Executive Officer who are the Chief Operating Decision Maker (CODM).The Company is engaged in the manufacturing of the Precured Tread Rubber, Bonding Repair and Extrusion Gum and Rubber Cement, which are used for retreading of tyres and providing tyre retreading service. These products do not have any different risk and returns and thus the CODM performs review based on one operating segment.
33 Income Taxes Expenses
Amount recognised in profit and loss
| Income Taxes Expenses Amount recognised in proft and loss |
||
|---|---|---|
| Year ended 31 March,2022 (Rs. / lakh) |
Year ended 31 March, 2021 (Rs. / lakh) |
|
| A) Income taxes Current tax For current year Income tax adjustment for earlier year Deferred tax In respect of the current year (refer note 18) Income tax adjustment for earlier year Income tax expense recognised in the statement of proft and loss (i) Other comprehensive income section Income tax relating to items that will not be reclassifed to proft or loss a. Current tax b. Deferred tax Tax adjustment for earlier years (calculated for effective tax rates) (ii) Net Effective Tax recognised in statement of proft and loss in respect of current year (i - ii) |
43.62 - 43.62 (7.29) (9.06) (16.35) 27.27 118.80 82.28 201.08 228.35 27.27 |
103.04 (2.06) |
| 100.98 | ||
| (24.45) - |
||
| (24.45) | ||
| 76.53 (0.20) 58.81 |
||
| 58.61 | ||
| 135.14 | ||
| (2.06) | ||
| 78.59 |
99
| Year ended 31 March,2022 (Rs. / lakh) |
Year ended 31 March, 2021 (Rs. / lakh) |
|
|---|---|---|
| B) Reconciliation of Effective Tax Rate: Proft before tax Applicable tax rate Calculated income tax expense Tax effect of: a. Income not taxable as per applicable tax laws b. Non-deductible expenses c. Income Taxable at different rate/change in tax rate Income tax expense as per statement of proft and loss Effective tax rate |
286.45 25.17% 72.09 (40.97) 13.05 (16.90) 27.27 9.52% |
352.59 25.17% 88.74 (4.80) 9.24 (14.59) |
| 78.59 | ||
| 21.71% |
Income tax expense comprises current tax expense and the net change in the deferred tax asset or liability during the year. Current and deferred taxes are recognised in statement of profit and loss, except when they relate to items that are recognised in other comprehensive income or directly in equity, in which case, the current and deferred tax are also recognised in other comprehensive income or directly in equity, respectively.
34 Related party disclosures
34.1 Name and relationships of related-parties:
a. Subsidiary Company
-
i. SUN - AMP Solar India Private Limited (till 27th March 2022)
-
b. Step - down Subsidiary Company
-
i. Samyama Jyothi Solar Energy Private Limited (till 5th Aug’2021)
-
c. Joint Venture Company
-
i. Sun Mobility EV Infra Private Limited (Formerly known as Alberieth EV Services Private Limited) (till 11th Oct’2021)
-
d. Key management personnel
-
i. Mr. Nand Lal Khemka (Chairman cum Managing Director)
-
ii. Mr. Shiv Vikram Khemka (Non Executive Director)
-
iii. Mr. Uday Harsh Khemka (Non Executive Director)
-
iv. Mr. K.K. Kapur (CEO and Whole Time Director) upto May 31, 2021
-
v. Mr. Vijay Shrinivas (CEO and Whole Time Director) w.e.f June 01, 2021
-
vi Mr. J.K Jain (CFO) upto September 24, 2020
-
vii. Mr Anil Bhardwaj [GM (Accounts) & CFO] w.e.f February 17, 2021]
-
viii. Mrs. Manali D. Bijlani (Company Secretary)
-
ix. Ms. Bindu Saxena (Independent Director)
-
x. Mr. R Parameswar (Independent Director) upto March 31, 2021
-
xi. Mr. P.R. Khanna (Independent Director)
-
xii. Mr. Harjiv Singh (Independent Director)
-
xiii. Mr Raj Kumar (Independent Director) w.e.f June 01, 2021
-
e. Relatives of key management personnel
-
i. Mrs. Jeet Khemka, wife of Mr. Nand Lal Khemka
-
ii. Mrs. Urvashi Khemka, wife of Mr. Shiv Vikram Khemka
-
iii. Mrs. Nitya Mohan Khemka, wife of Mr. Uday Harsh Khemka
100
-
f. Enterprises owned or significantly influenced by key management personnel or their relatives (either individually or with others)
-
i. Unipatch Rubber Limited
-
ii. Khemka Aviation Private Limited
-
iii. Nand and Jeet Khemka Foundation
-
iv. Sun Securities Limited
-
v. Sun London Limited
-
vi. Youth Reach
-
vii. SRL 142 Holdings Limited
-
viii. The Nabha Foundation
-
ix. Hooghly Holdings Private Limited
-
x. M P Flour Mills Private Limited
-
xi. Elcom Systems Private Limited
Related party transactions:
-
34.2 The following transactions were carried out with related parties in the ordinary course of business and on arm’s length basis:
-
1 Enterprises owned or significantly influenced by key management personnel or their relatives (either individually or with others) (Rs. / lakh)
(either individually or with others) |
(Rs. / lakh) |
(Rs. / lakh) |
||||
|---|---|---|---|---|---|---|
| Particulars | Year ended | Year ended | Year ended | |||
| 31 March 2022 |
31 March 2021 |
31 March 2022 |
31 March 2021 |
31 March 2022 |
31 March 2021 |
|
| Name of parties: | Sale of goods & services |
Purchase of goods | Rent paid | |||
| - Unipatch Rubber Limited | 72.64 | 129.72 | 1.15 | 3.81 | - | - |
| - Khemka Aviation Private Limited | - | - | - | - | 90.00 | 83.25 |
| - HooghlyHoldings Private Limited | - | - | - | - | 46.80 | 43.29 |
| Name of parties: | Reimbursement of expenses received |
Dividend paid | CSR expenditure | |||
| - Unipatch Rubber Limited | - | - | 28.50 | 10.69 | - | - |
| - Khemka Aviation Private Limited | 0.60 | 0.62 | 150.54 | 56.45 | - | - |
| - Nand and Jeet Khemka Foundation | 0.86 | 0.49 | - | - | - | - |
| - The Nabha Foundation | - | - | - | - | 25.00 | 22.00 |
| - Youth Reach | 0.48 | 0.27 | - | - | 5.00 | 8.00 |
| - Sun Securities Limited | - | - | 3.29 | 1.23 | - | - |
| - Sun London Limited | - | - | 9.02 | 3.39 | - | - |
| Name of parties: | Reimbursement of expenses paid |
Lease charges | Dividend Income | |||
| - Khemka Aviation Private Limited | 1.37 | 1.32 | - | - | - | - |
| - HooghlyHoldings Private Limited | 4.80 | 5.48 | - | - | - | - |
| - Unipatch Rubber Limited | 0.05 | - | - | - | - | - |
| - M P Flour Mills Private Limited | 0.07 | 0.11 | - | - | - | - |
| - Elcom Systems Private Limited | - | - | 258.65 | - | - | - |
| - SRL 142 Holdings Limited | - | - | - | - | 160.73 | 159.99 |
Dividend Paid is before tax deduction
101
2 Key management personnel
(Rs. / lakh)
| Particulars | Year ended | Year ended | Year ended | Year ended | Year ended | Year ended |
|---|---|---|---|---|---|---|
| 31 March 2022 |
31 March 2021 |
31 March 2022 |
31 March 2021 |
31 March 2022 |
31 March 2021 |
|
| Name ofparties: | Remuneration | Sitting fees | Dividendpaid | |||
| - Mr. Nand Lal Khemka : |
- | - | 0.44 | 0.17 | ||
| - Short term employee benefts | 82.42 | 78.75 | ||||
- Mr. Uday Harsh khemka (Joint holder with Mrs. Nitya Mohan khemka) |
- | - | - | - | 30.02 | 11.26 |
| - Mr. VijayShrinivas : |
||||||
| - Short term employee benefts |
104.05 | - | - | - | - | - |
- Post employee benefts |
6.64 | - | - | - | - | - |
- Mr. K.K. Kapur : |
||||||
| - Short term employee benefts |
14.00 | 78.65 | - | - | - | - |
- Post employee benefts |
0.04 | 0.32 | - | - | - | - |
- Mr. J.K Jain : |
||||||
| - Short term employee benefts |
- | 21.60 | - | - | - | - |
- Post employee benefts |
- | 0.10 | - | - | - | - |
- Mr. Anil Bhardwaj: |
||||||
| - Short term employee benefts |
33.70 | 4.09 | - | - | - | - |
- Post employee benefts |
1.67 | 0.20 | - | - | - | - |
- Mrs. Manali D Bijlani : |
||||||
| - Short term employee benefts |
25.01 | 23.47 | - | - | - | - |
- Post employee benefts |
1.59 | 1.29 | - | - | - | - |
- Ms. Bindu Saxena |
3.00 | 3.10 | 5.90 | 7.10 | - | - |
| - Mr. P.R. Khanna | 5.50 | 6.15 | 8.40 | 10.10 | - | - |
| - Mr. R. Parameswar | - | 6.15 | - | 10.90 | - | - |
| - Mr. Harjiv Singh | 5.50 | 2.15 | 9.20 | 6.50 | - | - |
| - Mr. RajKumar | 3.00 | - | 6.50 | - | - | - |
The above figures do not include provisions for encashable leave, gratuity and premium paid for group health insurance, as separate actuarial valuation / premium paid are not available
Dividend Paid is before tax deduction
3 Relatives of Key management personnel
| Particulars | Year ended | Year ended |
|---|---|---|
| 31 March 2022 | 31 March 2021 | |
| Name ofparties: | Dividendpaid | |
| - Mrs. Jeet Khemka | 210.24 | 78.89 |
| - Mrs. Urvashi Khemka(Joint holder with Mr. Shiv Vikram Khemka) | 30.02 | 11.26 |
Dividend Paid is before tax deduction
4 Joint Venture Company
| Joint Venture Company | ||||
|---|---|---|---|---|
| Particulars | Year ended | Year ended | ||
| 31 March 2022 | 31 March 2021 | 31 March 2022 | 31 March 2021 | |
| Name of parties: | Sale of Investment in equity shares |
Redemption of Investment in optionally convertible redeemable preference shares |
||
| - Sun Mobility EV Infra Private Limited (Formerly known as Alberieth EV Services Private Limited) |
219.63 | - | 1,757.04 | - |
102
Related party transactions
34.3 Balances outstanding at year ended :
| 34.3 | Related party transactions Balances outstanding at year ended : |
||
|---|---|---|---|
| 1 2 3 4 |
(Rs. / lakh) | ||
| Particulars | As at | As at | |
| 31 March 2022 | 31 March 2021 | ||
| Subsidiary Company | |||
| Name ofparties: | Investment in equity shares | ||
| -SUN AMP Solar India Private Limited | - | 295.35 | |
| Joint Venture Company | |||
| Name ofparties: | Investment in equity shares | ||
| - Sun MobilityEV Infra Private Limited | - | 150.00 | |
| Name of parties: | Investment in optionally convertible redeemable preference shares |
||
| - Sun MobilityEV Infra Private Limited | - | 1,200.00 | |
| Key management personnel | |||
| Name ofparties: | Remuneration | ||
| - Mr. VijayShrinivas | 5.16 | - | |
| - Ms. Bindu Saxena | 3.00 | 3.10 | |
| - Mr. P.R. Khanna | 5.50 | 6.15 | |
| - Mr. RajKumar | 3.00 | - | |
| - Mr. R. Parameswar | - | 6.15 | |
| - Mr. Harjiv Singh | 5.50 | 2.15 | |
| Enterprises owned or signifcantly infuenced by key management personnel or their relatives (either individually or with others) |
35
(either individually or with others) |
||
|---|---|---|
| Name of parties: | Trade Payable | |
| -Khemka Aviation Private Limited | - | 0.92 |
| -Hooghly Holdings Private Limited | 7.70 | 8.14 |
-M P Flour Mills Private Limited |
0.02 | - |
| Name of parties: | Trade Receivable | |
| -Unipatch Rubber Limited | 0.01 | 0.02 |
| -Elcom Systems Private Limited | 43.60 | - |
| Name of parties: | Expense Receivable | |
| -Youth Reach | 0.04 | - |
| - Khemka Aviation Private Limited | 0.08 | - |
| - Nand and Jeet Khemka Foundation | 0.01 | - |
| Capital commitments | ||
| As at 31 March,2022 As at 31 March, 2021 (Rs. / lakh) (Rs. / lakh) |
||
| a. Estimated amount of contracts remaining to be executed on capital account and not provided for [net of advances of Rs. 19.29 lakh (As at 31 March, 2021 Rs. 223.76 lakh)] 37.27 343.44 |
103
36 Leases
a The Company has taken premises under lease agreements for various purposes. These are generally short term leases not involving right to use assets as defined in Ind AS 116. The amount of rent paid for leased premises amounts to Rs. 209.39 lakh (previous year ended Rs. 193.39 lakh) recognised in statement of profit & loss.
The company has hired buildings for corporate office, lease hold land and warehouses at some of the places. Either the lease period is less than 12 months or the rent involved is not material.
37 (a) Contingent liabilities
Claims against the Company not acknowledged as debt
| Contingent liabilities Claims against the Company not acknowledged as debt |
||
|---|---|---|
| As at 31 March,2022 (Rs. / lakh) |
As at 31 March, 2021 (Rs. / lakh) |
|
| i. The Company is under litigation with the revenue authorities regarding expenditure claimed by the Company arising out of an arbitration award. As per the Company, the expenditure should be allowed in the year the arbitrator has passed the award. The department is of the view that the liability is not accrued till the award becomes a rule of court and has therefore disallowed the expenditure in the AY 1998-99. During the fnancial year 2006-2007, the Company had received a demand notice from Income tax authorities pursuant to the order by Income Tax Appellate Tribunal, Delhi. The Company is presently in appeal before the Hon’ble Delhi High Court. The Company has deposited Rs. 20.00 Lakh against the demand which is included under note no. 9. ii. In respect of the assessment year 2017-18, the Assessing Offcer has disallowed expenditure of Rs.57.66 lakh and also made additions amounting to Rs.1.58 lakh under Income Tax Act. The Company has fled an appeal before CIT (Appeals) against the order of the Assessing Offcer and the proceedings are in progress. The Company has deposited a sum of Rs.4.11 Lakh against the demand which is included under note no.9.\ iii. In respect of the assessment year 2018-19, the Assessing Offcer has disallowed expenditure of Rs.33.28 lakh.The Company has fled an appeal before CIT (Appeals) against the order of the Assessing Offcer and proceedings are in progress. The Company has deposited as sum of Rs 2.03 lakh against the demand which is included under note no. 9. iv. Pending labour cases, being disputed by the Company. v. Demand raised by the Sales Tax Authorities, being disputed by the Company. vi. Input Credit claimed by the Company but not allowed by the GST department. vii. Demand raised by the GST Authorities, being disputed by the Company. The company The Company has deposited a sum of Rs.1.52 Lakh against the demand which is included under note no.9. Total |
159.15 20.50 10.11 10.81 33.76 308.96 1.52 544.81 |
159.15 20.50 10.11 10.81 32.43 287.61 - |
| 520.61 |
The amount assessed as contingent liability does not include interest (except in demand raised by the sales tax authorities) that could be claimed by the counter parties.
104
Based on expert opinions, the management believes that the Company has a strong chance of success in the above mentioned cases and hence no provision is considered necessary in respect of the disputed amounts detailed above.
- 37 (b) The Company has opted for the Himachal Pradesh (Legacy Cases Resolution) Scheme, 2019 on January 21, 2021 for settlement of Entry Tax matter of earlier years which was pending decision before Honorable High Court of Himachal Pradesh. Accordingly, an amount of Rs 1,244.68 lakhs which was treated as a contingent liability till the previous year ended 31 March 2020 and settlement fee of Rs. 79.34 lakhs has been charged off as expense and treated Rs. 1,324.02 lakhs as exceptional item in the statement of profit and loss in financial statement for the year ended 31st March 2021 of standalone financial statements.
38 Disclosure under the Micro, Small and Medium Enterprises Development Act, 2006 (“MSMED Act, 2006”)
| 2006”) | ||
|---|---|---|
| As at | As at | |
| 31 March,2022 | 31 March, 2021 | |
| (Rs. / lakh) | (Rs. / lakh) | |
| Principal amount remaining unpaid to any supplier at the end of | ||
| each accounting year | ||
| - Trade payables | 38.76 | 44.54 |
| - Payable for capital creditors | - | 3.70 |
| Interest due on above. | - | - |
| Amount of interest paid by the Company to the suppliers in terms | - | - |
| of section 16 of the Act. | ||
| Amount paid to the suppliers beyond the respective due date. | - | - |
| Amount of interest due and payable for the period of delay in | - | - |
| payments (which have been paid but beyond the due date during the year) but without adding the interest specifed under the Act. |
||
| Amount of interest accrued and remaining unpaid at the end of | - | - |
| each accounting year. | ||
| Amount of further interest remaining due and payable even in | - | - |
| the succeeding years, until such date when the interest dues as | ||
| above are actually paid to the small enterprise, for the purpose | ||
| of disallowance as a deductible expenditure under section 23 of | ||
| this Act. |
Dues to Micro and Small Enterprises have been determined to the extent such parties have been identified on the basis of information collected by the Management.
39 Employee benefit plans
- a. Defined contribution plans
The Company makes contribution to Provident Fund and Employee State Insurance Scheme which are defined contribution plans, for qualifying employees. Under the Schemes, the Company is required to contribute a specified percentage of the payroll costs to fund the benefits. The contributions payable to these plans by the Company are at rates specified in the rules of the schemes.
The Company also contributes towards provident fund at the rate prescribed under EPFO Scheme to a provident fund trust for some of the senior staff members. All provident fund contributions are charged to the statement of profit and loss.
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- b. Defined benefit plan
Gratuity
The Company has a defined benefit gratuity plan. Employee who have completed five years or more of service gets a gratuity on departure at 15 days salary (last drawn salary) for each completed year of service.
The most recent valuation of the present value of defined benefit obligation was carried as at 31 March, 2022 in which the present value of the defined benefit obligation, and the related current service cost and past service cost were measured using the projected unit credit method.
The principal assumptions used for the purposes of the actuarial valuations were as follows:
| Valuation as at | Valuation as at | ||
|---|---|---|---|
| As at 31 March,2022 |
As at 31 March,2021 |
||
| Expected rate of return | 6.50% | 7.27% | |
| Discount rate(%) | 7.16% | 6.80% | |
| Expected rate(s)of salaryincrease | 7.00% | 7.00% | |
| Mortality rates inclusive of provision for disability | 100% of IALM (2012-14) |
"100% of IALM (2012-14)" |
|
| Retirement Age(Years) | 58/70 | 58/70 | |
| Withdrawal Rate(%) (Ages) | |||
| Upto 30years | 3.00% | 3.00% | |
| From 31 to 44years | 2.00% | 2.00% | |
| Above 44years | 1.00% | 1.00% | |
| Year ended 31 March,2022 (Rs. / lakh) |
Year ended 31 March, 2021 (Rs. / lakh) |
||
| Service cost: Total service cost Net interest expenses Components of defned beneft costs recognised in proft or loss Remeasurement on the net defned beneft liability Acturial gain/(loss) on plan assets Actuarial gain/(loss) from change in fnancial assumptions Actuarial gain/(loss) from change in experience adjustment Components of defned beneft costs recognised in other comprehensive income |
35.17 1.68 36.85 0.43 12.51 18.39 31.33 |
36.04 (0.13) 35.91 (2.74) 1.04 (11.38) (13.08) |
|
Notes:
-
i. The current service cost and the net interest expenses for the year are included in the ‘Employee benefits expense’ line item in the Statement of profit and loss
-
ii. The remeasurement of the net defined liability is included in other comprehensive income.
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The amounts included in the balance sheet arising from the Company’s obligation in respect of defined benefit plans is as follows:
defned beneft plans is as follows: |
||
|---|---|---|
| As at 31 March,2022 (Rs. / lakh) |
As at 31 March, 2021 (Rs. / lakh) |
|
| Present value of defned beneft obligation Non-current Current |
- (9.78) (9.78) |
- 24.70 |
| 24.70 |
Movement in the present value of the defined benefit obligation and fair value of the plan assets are as follows:
A
B
C
Present value of the defined benefit obligation
as follows: Present value of the defned beneft obligation |
||
|---|---|---|
| Year ended 31 March,2022 (Rs. / lakh) |
Year ended 31 March, 2021 (Rs. / lakh) |
|
| Opening defned beneft obligation Current service cost Interest cost Actuarial (gain)/loss on obligation Benefts paid Closing defned beneft obligation Fair value of the plan assets |
356.28 35.17 24.23 (30.90) (28.32) 356.46 |
350.67 36.04 23.74 10.34 (64.51) |
| 356.28 | ||
| Year ended 31 March,2022 (Rs. / lakh) |
Year ended 31 March, 2021 (Rs. / lakh) |
|
| Opening fair value of plan assets Return on plan assets ( excluding amount included in net interest expense) Remeasurement gain/(loss) Contributions from the employer Benefts paid Closing fair value of plan assets Net liability/(asset) (A-B) The fair value of the plan assets are as follows Fund managed by insurer |
331.58 22.55 0.43 20.00 (8.32) 366.24 (9.78) 366.24 |
352.55 23.87 (2.74) 22.41 (64.51) |
| 331.58 | ||
| 24.70 331.58 |
The company has invested fund in LIC of India (“insurer”). The future information of fund investments are not available with the Company.
Significant actuarial assumptions for the determination of the defined obligation are discount rate, expected salary increase and mortality. The sensitivity analysis below have been determined based on reasonably possible changes of the respective assumptions occurring at the end of the reporting period, while holding all other assumptions constant.
Sensitivity analysis:
If the expected salary growth and discount rate increases /(decreases) by 0.50%, the defined benefit obligation would change as:
| As at 31 March 2022 | As at 31 March 2022 | As at 31 March 2021 | As at 31 March 2021 | |
|---|---|---|---|---|
| Increase by 0.50% |
Decrease by 0.50% |
Increase by 0.50% |
Decrease by 0.50% |
|
| (Rs. / lakh) | (Rs. / lakh) | (Rs. / lakh) | (Rs. / lakh) | |
| Discount rate | (16.14) | 17.53 | (16.79) | 18.25 |
| Salary growth rate | 16.77 | (16.20) | 17.37 | (16.45) |
107
Notes
-
i. Sensitivities due to mortality and withdrawals are not material and hence impact of change not calculated.
-
ii. Sensitivity for significant actuarial assumptions is computed by varying one actuarial assumption used for the valuation of the defined benefit obligation by 0.50 percentage, keeping all other actuarial assumptions constant.
Maturity Profile of Defined Benefit Obligation
| Year | Amount(in lakh) | |
|---|---|---|
| a. | 0 to 1 Year | 27.40 |
| b. | 1 to 2 Year | 19.62 |
| c. | 2 to 3 Year | 23.73 |
| d. | 3 to 4 Year | 34.98 |
| e. | 4 to 5 Year | 11.60 |
| f. | 5 to 6 Year | 20.20 |
| g. | 6 Year onwards | 218.93 |
40 Financial instruments
- A. Capital Management
Capital includes equity attributable to the equity holders of the Company and all other equity reserves. The primary objective of the Company’s capital management is to safeguard its ability to continue as going concern and to ensure that it maintains an efficient capital structure and maximize shareholder value. The Company manages its capital structure and makes adjustments in light of changes in economic conditions and the requirements of the financial covenants. No changes were made in the objectives, policies or processes for managing capital except for budgeting for cash flow projections considering the impact of ongoing pandemic COVID - 19.
- B. Categories of financial instruments
| As at | As at | |||
|---|---|---|---|---|
| 31 March,2022 | 31 March, 2021 | |||
| (Rs. / lakh) | (Rs. / lakh) | |||
| Financial assets | ||||
| i) | Measured at fair value through proft or loss | |||
| a. | Investments | |||
| - non current | 2,903.74 | 2,661.40 | ||
| - current | 0.03 | 732.12 | ||
| ii) | Measured at amortised cost | |||
| a. | Non current investments | 1,153.95 | 299.86 | |
| b. | Loans | |||
| - non current | 0.16 | 1.48 | ||
| - current | 24.68 | 17.57 | ||
| c. | Trade receivables | 2,259.57 | 2,945.97 | |
| d. | Cash and cash equivalents | 70.73 | 174.32 | |
| e. | Other bank balances | 172.47 | 185.45 | |
| f. | Other fnancial assets | |||
| - non current | 47.81 | 101.34 | ||
| - current | 146.85 | 152.59 | ||
| iii) | Measured at fair value through other | |||
| comprehensive income | ||||
| a. | Investments | |||
| - non current | 4,513.56 | 4,124.56 | ||
| - current | 2,668.70 | - |
108
| As at | As at | |||
|---|---|---|---|---|
| 31 March,2022 | 31 March, 2021 | |||
| (Rs. / lakh) | (Rs. / lakh) | |||
| iv) | Measured at cost | |||
| a. | Investments | |||
| - non current | - | 1,645.35 | ||
| Financial liabilities | ||||
| a. | Trade payables | 1,832.69 | 1,520.64 | |
| b. | Other fnancial liabilities | 268.96 | 334.39 |
C. Financial risk
In the course of its business, the Company is exposed primarily to fluctuations in Interest rates, security price risk, credit risk and liquidity risk which may adversely impact the fair value of its financial instruments, the operation of the Company did not have an exposure for foreign currency exchange rates as the majority of the operations are in India only. The Company has a risk management policy covering risks associated with the financial assets and liabilities such as interest rate risk, security price risk and credit risk. The risk management policy has been approved by the board of directors. The risk management framework aims to:
-
Create a stable business planning environment by reducing the impact of interest rate fluctuations on the Company’s business plan.
-
Achieve greater predictability to earnings by determining the financial value of the expected earnings in advance.
The Company does not use the derivative financial instruments for risk mitigation.
a. Market risk
Market risk is the risk of any loss in future earnings, in realisable fair values or in future cash flows that may result from a change in the price of a financial instrument. The value of a financial instrument may change as a result of changes in the foreign currency exchange rates, interest rates, liquidity and other market changes. Future specific market movements cannot be normally predicted with reasonable accuracy.
i. Foreign currency exchange rate risk
The Company operates majorly in India but is exposed to foreign exchange risk arising through its sale and purchase of goods and services with overseas suppliers and investment in foreign currency transactions primarily with respect to US Dollar (‘USD’). The Company does not use the derivative financial instruments to manage it’s risk.
The Company has exposure in US dollars only as per details given below:
| Particulars | Receivable- Trade | Cash in | Payable - Trade | Investments | |
|---|---|---|---|---|---|
| Receivables | Hand | Payables | |||
| (Rs. / lakh) | (Rs. / lakh) | (Rs. / lakh) | (Rs. / lakh) | ||
| As at | 31 March, 2022 | 60.92 | - | - | 1,758.72 |
| As at | 31 March, 2021 | 85.83 | - | - | 1,617.10 |
ii. The carrying amounts of the Company’s foreign currency denominated monetary assets and monetary liabilities at the end of the year are as follows:
| Particulars | USD | |
|---|---|---|
| (Rs. / lakh) | ||
| As at 31 | March, 2022 | |
| Assets | 1,819.64 | |
| As at 31 | March, 2021 | |
| Assets | 1,702.93 |
109
iii. Interest rate risk
Financial liabilities
The company is virtually debt free and the exposure to Interest Rate risk from the perspective of financial liabilities is negligible. Further, treasury activities focus on managing investments and debt instruments and are administered under a set of approved policies guided by safety, liquidity and returns.
Financial assets
The Company’s investments are primarily in fixed rate interest bearing investments. Hence the Company is not significantly exposed to interest rate risk.
b. Security price risk
The Company is exposed to equity price risks arising from equity investments held by the Company and classified in the balance sheet as fair value through OCI.
i. Equity price sensitivity analysis
The sensitivity analysis below has been determined based on the exposure to equity price risks at the end of the year.
If the equity instruments (equity shares and equity linked mutual fund) prices had been 5% higher / lower. Other comprehensive income for the year ended 31 March, 2022 would increase / decrease by Rs.359.11 Lakh (for the year ended 31 March 2021: increase / decrease by Rs. 206.23 lakh) as a result of the change in fair value of equity investment measured at FVTOCI.
ii. Exposure in mutual funds (Other than equity linked mutual fund)
The Company manages the surplus funds majorly through investments in debt based mutual fund schemes. The price of investment in these mutual fund schemes is reflected though Net Asset Value (NAV) declared by the Asset Management Company on daily basis as reflected by the movement in the NAV of invested schemes. The Company is exposed to price risk on such Investments.
Mutual fund price sensitivity analysis - The sensitivity analysis below have been determined based on Mutual Fund Investment at the end of the year.
If NAV has been 1% higher / lower: Profit for the year ended 31 March 2022 would increase / decrease by Rs. 29.04 lakh (for the year ended 31 March 2021 by Rs. 33.94 Lakh) as a result of the changes in fair value of mutual fund investments.
iii. If the investment in bonds and preference shares prices had been 1% higher / lower:
Profit for the year ended 31 March 2022 would increase / decrease by Rs11.54 Lakh (for the year ended 31 March 2021: increase / decrease by Rs. 3 Lakh) as a result of the change if there is no change in the market risk and other assumptions.
c. Credit risk
Credit risk arises from the possibility that the counter party may not be able to settle it’s obligations. To manage trade receivables, the Company periodically assesses the financial reliability of customers, taking into account the financial conditions, economic trends, analysis of historical bad debts and ageing of such receivables.
Financial instruments that are subject to credit risk, principally consist of investments, trade receivables and loans and advances. None of the financial instruments of the Company carry material concentration of credit risks. Financial assets for which loss allowance is measured relates to trade receivables where loss allowance at the year ended March 2022 was estimated at Rs. 115.85 lakh (Previous year Rs. 104.21 lakh).
Other than financial assets mentioned above, none of the Company’s financial assets are either impaired
110
or past due, and there are no indications that defaults in payment obligations would occur as exposure to Trade Receivable is diversified. There is no single customer whose sales are exceeding 10% of the turnover of the Company.
d. Liquidity risk
Liquidity risk refers to the risk that the Company can not meet its financial obligations. The objective of liquidity risk management is to maintain sufficient liquidity and ensure that funds are available for use as per the requirements.
During the year ended, the Company generated sufficient cash flows from operations to meet its financial obligations as and when they fall due.
The table below provides details regarding the contractual maturities of significant financial liabilities as at:
Contractual maturities of financial liabilities
| less than 1 year | 1 to 5 year | more than 5 year | Total | |
|---|---|---|---|---|
| (Rs. / lakh) | (Rs. / lakh) | (Rs. / lakh) | (Rs. / lakh) | |
| As at 31 March, 2022 | ||||
| Trade payables | 1,832.69 | - | - | 1,832.69 |
| Other fnancial liabilities | 268.96 | - | - | 268.96 |
| As at 31 March, 2021 | ||||
| Trade payables | 1,520.64 | - | - | 1,520.64 |
| Other fnancial liabilities | 334.39 | - | - | 334.39 |
e.
Unhedged Foreign currency exposures
41
| Particulars | As at 31 March, 2022 As at 31 March 2021 |
|---|---|
| Currency In foreign currency (in lakh) (Rs. / lakh) In foreign currency (in lakh) (Rs. / lakh) |
|
| Receivables -Trade Receivables USD 0.80 60.92 1.17 85.83 Fair value measurements |
Financial assets and financial liabilities are measured at fair value at the end of each quarter/year. The information of the valuation techniques and the input used are as follows:
| Particulars | Level | As at 31 | As at 31 |
|---|---|---|---|
| March, 2022 | March 2021 | ||
| (Rs. / lakh) | (Rs. / lakh) | ||
| Measured at fair value through proft or loss | |||
| Investment | |||
| - non current | Level 2 | 2,903.74 | 2,661.40 |
| - current | Level 2 | 0.03 | 732.12 |
| Sub Total | 2,903.77 | 3,393.52 | |
| Measured at fair value through other comprehensive income | |||
| - Investments in Equity shares(quoted) | Level 1 | 704.27 | 527.46 |
| - Investments in equity oriented mutual funds | Level 2 | 3,960.95 | 1,395.67 |
| - Investments in Capital venture fund (unquoted) | Level 3 | 283.86 | 327.82 |
| -Investment in Compulsory convertible preference shares (Unquoted) | Level 3 | 1,758.72 | 1,617.10 |
| - Investment in equity shares (Unquoted) | Level 3 | 474.46 | 256.51 |
| Sub Total | 7,182.26 | 4,124.56 | |
| Grand Total | 10,086.03 | 7,518.08 |
111
Valuation technique
Level 1: Quoted prices in the active market. This level of hierarchy includes financial assets that are measured by reference to quoted prices in the active market.
Level 2: Valuation techniques with observable inputs. This level of hierarchy includes items measured using inputs other than quoted prices included within Level 1 that are observable for such items, either directly or indirectly.
Level 3: Valuation techniques with unobservable inputs. This level of hierarchy includes items measured using inputs that are not based on observable market data (unobservable inputs). Fair value determined in whole or in part, using a valuation model based on assumptions that are neither supported by prices from observable current market transactions in the same instruments nor based on available market data.
The fair value of the financial assets are determined at the amount that would be received to sell an asset in an orderly transaction between market participants. The following methods and assumptions were used to estimate the fair values:
-
a. Investments in mutual funds: Fair value is determined by reference to the quotes of net asset value (NAV) declared by the financial instituitions.
-
b. Quoted equity investments: Fair value is derived from quoted market prices in active markets.
-
c. Unquoted investments: Fair value is derived on the basis of income approach, in this approach the discounted cash flow method is used to capture the present value of the expected future economic benefits to be derived from the ownership of these investments or from valuation declared by fund house.
Trade receivables, trade payables and other current financial assets and liabilities is considered to be equal to the carrying amounts of these items as generally they are of short term nature. There has been no change in the valuation methodology for Level 3 inputs during the year ended.
Derivative contracts: The Company has not entered into any forward contracts and swaps to manage its exposure as the Company management expects that there are nominal exposure of the Company for foreign exchange and are manageable.
42 Details of Corporate Social Responsibility (CSR) expenditure
| Details of Corporate Social Responsibility (CSR) expenditure | ||
|---|---|---|
| Year ended 31 March,2022 (Rs. / lakh) |
Year ended 31 March, 2021 (Rs. / lakh) |
|
| a. Gross amount required to be spent by the Company during the year b. Amount spent during the year on the following : i. Construction/ acquisition of any asset ii. On purposes other than (i) above |
21.50 - 33.75 33.75 |
35.39 - 35.62 |
| 35.62 |
As per section 135 of the Companies Act, 2013, amount required to be spent on CSR by the Company during the year is computed at 2% of its average net profit for the immediately preceding three financial years.
years. |
||
|---|---|---|
| Details of related parties transaction relating to CSR expenditure :- Name of Related parties are: |
Year ended 31 March,2022 (Rs. / lakh) |
Year ended 31 March, 2021 (Rs. / lakh) |
| i. The Nabha Foundation ii. Youth Reach |
25.00 5.00 30.00 |
22.00 8.00 |
| 30.00 |
112
43 Disclosure required under Section 186(4) of the Companies Act, 2013
The Company has given loans only to staff members which as on 31.03.2022 amounted to Rs. 24.84 lakh (previous year Rs. 19.05 lakh). The investments made by the Company in various entities have been detailed in Notes 6 and 12. The Company has not granted any loans or advances in the nature of loans to promoters, directors, KMP’s and the related parties.
44 Capital-Work-in Progress (CWIP)
CWIP aging schedule :
| CWIP aging schedule : | CWIP aging schedule : | |||||
|---|---|---|---|---|---|---|
| (Rs. / lakh) | ||||||
| Particulars | Amount in CWIP for aperiod of | |||||
| Less than 1 year |
1-2 years | 2-3 years |
More than 3years |
Total | ||
| Projects inprogress(Renovation) | 98.43 | - | - | - | 98.43 | |
| Total | 98.43 | - | - | - | 98.43 | |
| (Rs. / lakh) 1010.68 1219.82 296.61 1933.89 568.75 2404.21 98.43 |
||||||
| Particulars | (Rs. / lakh) | |||||
| As at 01.04.2020 | 1010.68 | |||||
| Additions during the year | 1219.82 | |||||
| Capitalised during the year | 296.61 | |||||
| As at 31.03.2021 | 1933.89 | |||||
| Additions during the year | 568.75 | |||||
| Capitalised during the year | 2404.21 | |||||
| As at 31.03.2022 | 98.43 |
45 Estimation uncertainty relating to the global health pandemic COVID-I9
The Company has made assessment about the recoverability and carrying value of its assets comprising property, plant and equipment, investments, inventory and trade receivables taking into account the second wave on Covid-19 started in April 2021. Based on current indicators of future economic conditions, the Company expects to recover the carrying amount of these assets. The situation is changing rapidly giving rise to inherent uncertainty around the extent and timing of the potential future impact of the COVID-19 which may be different from that estimated as at the date of approval of these standalone financial statements. The Company will continue to closely monitor any material changes arising of future economic conditions and impact on its business.
46 Events after the reporting period
There were no events after the reporting date that could have a material effect on the financial position of the Company as at 31 March 2022. The effect of spread of Covid-19 in the month of April 2021 has been disclosed in Note 45.
113
47 Additional Regulatory information – Ratios
| S. No |
Ratio | Numerator | Denominator | As at 31 March, 2022 |
As at 31 March, 2021 |
Change March 2022 vs March 2021 |
Explantaion for change by more than 25% |
|---|---|---|---|---|---|---|---|
| a | Current Ratio | Total Current Assets |
Total Current Liabilities |
4.33 | 3.96 | 9.36% | Change in the ratio is less than 25% |
| b | Debt Equity Ratio | Total liabilities | Total Closing equity |
0.13 | 0.13 | 4.12% | Change in the ratio is less than 25% |
| c | Debt Service Coverage ratio |
Proft before tax,fnance cost and Depreciation |
fnance cost | 42.87 | 26.63 | 61.02% | Due to reduction in fnance cost |
| d | Return on Equity ratio |
Total comprehensive income |
Total opening equity |
7.94% | 7.00% | 13.47% | Change in the ratio is less than 25% |
| e | Inventory Turnover Ratio |
Cost of material consumed + purchase of stock in trade + changes in inventory |
closing inventories |
3.06 | 2.99 | 2.50% | Change in the ratio is less than 25% |
| f | Trade Receivable Turnover ratio |
Revenue from operations |
Closing trade receivables |
7.39 | 5.77 | 28.14% | Due to reduction in Trade Receivables in FY 2021-22 |
| g | Trade Payables Turnover Ratio |
Purchase of raw material |
closing trade payables |
6.71 | 6.99 | -3.88% | Change in the ratio is less than 25% |
| h | Net Capital Turnover ratio |
Revenue from operation |
Total current assets - Total current liabilities |
2.19 | 2.70 | -18.66% | Change in the ratio is less than 25% |
| i | Net Proft ratio | Proft/(loss) for the year |
Revenue from operations |
1.55% | 1.63% | -4.47% | Change in the ratio is less than 25% |
| j | Return on Capital Employed |
PBT before fnance cost |
Total Opening equity + Total non-current liabilities |
1.51% | 2.00% | -24.48% | Change in the ratio is less than 25% |
| k | Return on Investment |
Investment Income |
Opening Investment value |
19.26% | 17.71% | 8.75% | Change in the ratio is less than 25% |
48 Previous year figures
Previous period figures have been regrouped/reclassified, wherever necessary to conform to this year’s classification.
As per our report of even date For Khanna & Annadhanam
For and on behalf of the Board of Directors
Chartered Accountants
ICAI Firm’s Registration No.: 001297N
B. J. Singh
Partner Membership No. 007884
Place: New Delhi Date: April 23, 2022
Nand Lal Khemka
Chairman cum Managing Director DIN : 00211084
Manali D Bijlani
Company Secretary
Vijay Shrinivas
CEO & Whole Time Director DIN : 08337007 Anil Bhardwaj GM (Accounts) & CFO
114
KHANNA & ANNADHANAM CHARTERED ACCOUNTANTS
706, AKASH DEEP, 26-A, BARAKHAMBA ROAD NEW DELHI - 110 001
INDEPENDENT AUDITOR’S REPORT
To The Members of Indag Rubber Limited
Report on the Audit of the Consolidated Financial Statements
Opinion
We have audited the consolidated financial statements of Indag Rubber Limited and its subsidiaries listed below:
Subsidiaries
- Sun Amp Solar India Private Limited (Since the Company is under voluntary winding up with effect from 28th march 2022, only profit and loss account for the period from 1st April 2021 to 27th March 2022 has been consolidated on the basis of management accounts)
Jointly controlled entity
- Sun Mobility EV Infra Private Limited (Formerly known as Alberieth EV Services Private Limited)
(Companies investments in the joint venture have been transferred to the joint venture partner on 11th October 2021, profit and loss account for the period 1st April 2021 to 11th October 2021 has been consolidated on the basis of management accounts)
Holding Company and its subsidiaries together referred to as “the Group”, which comprise the consolidated balance sheet as at 31 March 2022, and the consolidated statement of profit and loss (including other comprehensive income), consolidated statement of changes in equity and consolidated statement of cash flows for the year then ended, and notes to the consolidated financial statements, including a summary of significant accounting policies and other explanatory information (hereinafter referred to as “the consolidated financial statements”). In our opinion and to the best of our information and according to the explanations given to us, the aforesaid consolidated 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 accounting principles generally accepted in India, of the consolidated state of affairs of the Group as at 31 March 2022, of its consolidated profit and other comprehensive income, consolidated changes in equity and consolidated cash flows for the year then ended.
Basis for Opinion
We conducted our audit in accordance with the Standards on Auditing (SAs) specified under Section 143(10) of the Act. Our responsibilities under those SAs 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’), and we have fulfilled our other ethical responsibilities in accordance with the provisions of the Act. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were most significance in our audit of the consolidated financial statements of the current period. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
115
| The key audit matters | How the matter was addressed in our audit |
|---|---|
| Investments | |
| The company has short term and long term investments amounting to Rs. 11,239.98 lakhs. These investments are carried at cost less provision for impairment loss if any. These investments are tested for impairment periodically as changes in business environment, including due to the effect of Covid-19, could have signifcant impact on these investments which could result in impairment, requiring adjustment to their carrying amount. The calculation of impairment charge requires signifcant judgments of management to determine recoverable amount of these investments. The investments include investment in SRL 142 Holdings Ltd., a foreign Company and a related party, by way of fully paid up compulsorily convertible preference shares. SRL has interest in oil production and exploration Company in Nigeria. The oil industry is exposed signifcantly to macroeconomic factors such as commodity prices, currency fuctuations, interest rate risk political developments etc. The assessment of commercial viability and technical feasibility of exploration oil and gas is complex and includes a number of signifcant variables. |
Obtained and reviewed recoverable amount as determined by the management for each instrument and verifed the method of determining recoverable amount and key assumptions used therein through historical information, approved budget, growth rate used to support revenue, discount rate and valuation of fair value of investment in SRL 142 Holdings Limited by an approved valuer. In the case of fair valuation of investments held in SRL 142 Holdings Limited, the fair value has been determined by an independent approved valuer. We have tested the valuation prepared by the approved valuers. management with inputs from SRL which included reference to estimated oil resources, market price of crude oil and gas prevailing in the international market, the rupee US Dollar exchange rate, assumptions as to future production of oil and gas, capital expenditure to be incurred, contracts entered into by the Nigerian Oil Company, the Country risk and regulatory frame work prevailing in Nigeria. |
Other Information
The Holding Company’s management and Board of Directors are responsible for the other information. The other information comprises the information included in the Holding Company’s Annual Report but does not include the financial statements and our auditor’s report thereon. Our opinion on the consolidated 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 consolidated 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 financial statements or our knowledge obtained in the 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 have nothing to report in this regard.
Responsibilities of Management and Those Charged with Governance for the Consolidated Financial Statements
The Holding Company’s management and Board of Directors are responsible for the preparation and presentation of these consolidated financial statements in terms of the requirements of the Act that give a true and fair view of the consolidated state of affairs, consolidated profit/loss and other comprehensive income, consolidated statement of changes in equity and consolidated cash flows of the Group in accordance with the accounting principles generally accepted in India, including the Indian Accounting Standards (Ind AS) specified under Section 133 of the Act. The respective management and Board of Directors of the entities 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 each entity and for preventing and detecting frauds and other irregularities; the
116
selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and the 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 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 management and Board of Directors of the Holding Company, as aforesaid. In preparing the consolidated financial statements, the respective management and Board of Directors of the entities included in the Group are responsible for assessing the ability of each entity 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 management and Board of Directors either intends to liquidate the entity or to cease operations, or has no realistic alternative but to do so. The respective Board of Directors of the entities included in the Group are responsible for overseeing the financial reporting process of each entity.
Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements
Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors’ 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 consolidated financial statements. As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional scepticism throughout the audit. We also:
-
Identify and assess the risks of material misstatement of the consolidated 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 Act, we are also responsible for expressing our opinion on whether the entity 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 and Board of Directors of the Holding Company.
-
Conclude on the appropriateness of management’s and Board of Directors of the Holding Company use of the going concern basis of accounting in preparation of consolidated financial statements and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the appropriateness of this assumption. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the consolidated 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 auditors’ report. However, future events or conditions may cause the Group (Holding company and subsidiaries) to cease to continue as a going concern.
-
Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
117
- Obtain sufficient appropriate audit evidence regarding the financial information of such 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 financial information of the entities included in the consolidated financial statements. We remain solely responsible for our audit opinion. We believe that the audit evidence obtained by us is sufficient and appropriate to provide a basis for our audit opinion on the consolidated financial statements. We communicate with those charged with governance of the Holding Company and such other entities included in the consolidated 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 financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditors’ 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 Matters
We did not audit the Financial Statements of the subsidiary whose Financial Statements/Financial Results/ Financial information reflects total assets (after eliminating intra-group transactions) of Rs. NIL as at 31st March 2022, total revenue (after eliminating intra-group transactions) of Rs. NIL, profit/(loss) after tax of Rs (53.98) lakhs, total comprehensive income/(loss) of Rs. (39.40) lakhs and net cash inflows of Rs. 15.11 lakhs for the year ended on that date, as considered in the Consolidated Financial Statements. These financial statements / financial information/financial results have not been audited by other auditors and have been consolidated based on the management accounts.
Our opinion on the consolidated financial statements and our report on other legal & regulatory requirements below, is not modified in respect of the above matters.
Report on Other Legal and Regulatory Requirements
-
A. As required by Section 143(3) of the Act, based on our audit and on the consideration of the report of the other auditors on separate financial statements and other financial information of subsidiaries, as noted in the ‘Other Matters’ paragraph, we report, to the extent applicable, that:
-
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 foresaid consolidated financial statements.
-
b) In our opinion, proper books of account as required by law relating to preparation of the aforesaid consolidated financial statements have been kept so far as it appears from our examination of those books.
-
c) 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 flows dealt with by this Report are in agreement with the relevant books of account
118
maintained for the purpose of preparation of the consolidated financial statements.
-
d) In our opinion, the aforesaid consolidated financial statements comply with the Ind AS specified under Section 133 of the Act.
-
e) On the basis of the written representations received from the directors of the Holding Company as on 31 March 2022 taken on record by the Board of Directors of the Holding Company and on the basis of written representations received by the management from directors of its subsidiaries which are incorporated in India, as on 31 March 2022, none of the directors of the Group’s companies incorporated in India is disqualified as on 31 March 2022 from being appointed as a director in terms of Section 164(2) of the Act.
-
f) With respect to the adequacy of the internal financial controls with reference to consolidated financial statements of the Holding Company and its subsidiary companies incorporated in India and the operating effectiveness of such controls, refer to our separate report in ‘Annexure A’.
-
B. With respect to the other matters to be included in the Auditors’ Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and according to the explanations given to us:
-
a) The consolidated financial statements disclose the impact of pending litigations as at 31 March 2022 on the consolidated financial position of the Group. Refer Note 37 to the consolidated financial statements.
-
b) The Group did not have any material foreseeable losses on long-term contracts including derivative contracts during the year ended 31 March 2022.
-
c) There has been no delay in transferring amounts to the Investor Education and Protection Fund by the Holding Company and its subsidiary companies incorporated in India during the year ended 31 March 2022.
-
C. With respect to the matter to be included in the Auditors’ report under Section 197(16) of the Act:
In our opinion and according to the information and explanation given to us, the remuneration paid during the current year by the Holding Company and its subsidiaries which are incorporated in India to its directors is in accordance with the provisions of Section 197 of the Act. The remuneration paid to any director by the Holding Company and its subsidiaries which are incorporated in India, is not in excess of the limit laid down under Section 197 of the Act. The Ministry of Corporate Affairs has not prescribed other details under Section 197(16) of the Act which are required to be commented upon by us.
-
(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
119
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 (i) and (ii) of Rule 11(e), as provided under (a) and (b) above, contain any material misstatement.
-
D. As stated in Note 17(vi) to the consolidated financial statements
-
(a) The final dividend proposed in the previous year, declared and paid by the Company during the year is in accordance with Section 123 of the Act, as applicable.
-
(b) The interim dividend declared and paid by the Company during the year and until the date of this report is in compliance with Section 123 of the Act.
-
(c) 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. The amount of dividend proposed is in accordance with section 123 of the Act, as applicable.
For Khanna & Annadhanam Chartered Accountants Firm Registration No.: 001297N
B. J. Singh
Partner Membership No.: 007884
UDIN: 22007884AKWFRD3233
Place: New Delhi Date: 23rd April 2022
120
Annexure A to the Independent Auditor’s Report
(Referred to in paragraph ‘Report on Other Legal and Regulatory Requirements’ of our report of even date)
Report on the Internal Financial Controls Over Financial Reporting 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 financial statements of Indag Rubber Limited as of and for the year ended 31st March, 2022, we have audited the internal financial controls over financial reporting of Indag Rubber Limited (hereinafter referred to as “the Holding Company”) and its subsidiaries, as of that date. Reporting under clause (i) of sub section 3 of Section 143 of the Act in respect of the adequacy of the internal financial controls over financial reporting is not applicable to its jointly controlled entity incorporated in India pursuant to MCA notification GSR 583(E) dated June 13, 2017.
Management’s Responsibility for Internal Financial Controls
The respective Board of Directors of the Company and its subsidiary companies, which are companies incorporated in India, are 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 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 Act.
Auditor’s Responsibility
Our responsibility is to express an opinion on the internal financial controls over financial reporting of the Company and its subsidiary companies, which are companies incorporated in India, 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”) issued by the ICAI and the Standards on Auditing, prescribed under Section 143(10) of the Act, 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 judgement, 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 Company and its subsidiary companies which are companies incorporated in India.
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 financial statements for external
121
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 financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the Company are being made only in accordance with authorisations 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 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 to the best of our information and according to the explanations given to us, the Company, and its subsidiary companies, which are companies incorporated in India, 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, 2022, 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 ICAI.
Other Matters
Our aforesaid report under Section 143(3)(i) of the Act on the adequacy and operating effectiveness of the internal financial controls over financial reporting insofar as it relates to two subsidiary companies does not cover the said subsidiaries which are companies incorporated in India as these were not audited by other auditors. Our opinion is not modified in respect of the above matters.
For Khanna & Annadhanam
Chartered Accountants Firm Registration No.: 001297N
B. J. Singh
Partner Membership No.: 007884
UDIN: 22007884AKWFRD3233
Place: New Delhi Date: 23rd April 2022
122
Consolidated Balance Sheet as at 31 March, 2022
| Note No. |
As at 31 March, 2022 (Rs. / lakh) |
As at 31 March, 2021 (Rs. / lakh) |
|---|---|---|
| ASSETS Non-current assets a. Property, plant and equipment 3 b. Capital work-in-progress 46 c. Investment Property 4 d. Goodwill 39 e. Other intangible assets 5 f. Financial assets i. Investments 6 ii. Loans 7 iii. Other fnancial assets 9 f. Income tax assets (Net) 8 g. Other non-current assets 10 Total non-current assets Current assets a. Inventories 11 b. Financial assets i. Investments 12 ii. Trade receivables 13 iii. Cash and cash equivalents 14 iv. Bank balances other than (iii) above 15 v. Loans 7 vi. Other fnancial assets 9 c. Other current assets 10 Total current assets a. Assets/Disposal group held for sale 48 Total assets EQUITY AND LIABILITIES Equity a. Equity share capital 16 b. Other equity 17 Equity attributable to shareholders of the company Non-controlling interest Total equity Liabilities Non-current liabilities a. Provisions 21 b. Deferred tax liabilities (Net) 18 Total non-current liabilities Current liabilities a. Financial liabilities i. Trade payables:- 19 Total outstanding dues of micro enterprises and small enterprises Total outstanding dues of creditors other than micro enterprises and small enterprises ii. Other fnancial liabilities 20 b. Provisions 21 c. Other current liabilities 22 Total current liabilities Total liabilities a. Liabilities directly associated with asset/disposal group held for sale 48 Total equity and liabilities Signifcant accountingpolicies 2 |
2,334.42 98.43 2,161.82 - 15.13 8,571.25 0.16 47.81 228.39 24.79 13,482.20 3,921.89 2,668.73 2,259.57 70.73 172.47 24.68 146.85 634.14 9,899.06 - 23,381.26 525.00 20,129.52 20,654.52 - 20,654.52 91.32 349.02 440.34 38.76 1,793.93 268.96 8.30 176.45 2,286.40 2,726.74 - 23,381.26 |
2,497.52 1,933.89 - 39.11 12.53 8,363.93 1.48 101.34 281.68 229.70 |
| 13,461.18 3,599.45 732.12 2,945.97 178.58 185.45 17.57 152.59 622.42 |
||
| 8,434.15 | ||
| 1,762.30 | ||
| 23,657.63 | ||
| 525.00 19,245.85 |
||
| 19,770.85 365.19 |
||
| 20,136.04 87.92 283.09 |
||
| 371.01 44.54 1,477.77 334.39 48.78 225.59 |
||
| 2,131.07 | ||
| 2,502.08 | ||
| 1,019.51 | ||
| 23,657.63 | ||
The accompanying notes are an integral part of the consolidated financial statements
As per our report of even date
For and on behalf of the Board of Directors
For Khanna & Annadhanam Chartered Accountants ICAI Firm’s Registration No.: 001297N
B. J. Singh Partner Membership No. 007884
Place: New Delhi Date: April 23, 2022
Nand Lal Khemka
Chairman cum Managing Director DIN : 00211084
Manali D Bijlani Company Secretary
Vijay Shrinivas CEO & Whole Time Director DIN : 08337007
Anil Bhardwaj GM (Accounts) & CFO
123
Consolidated Statement of Profit and Loss for the year ended 31 March, 2022
| Note No. |
Year ended 31 March, 2022 (Rs. / lakh) |
Year ended 31 March, 2021 (Rs. / lakh) |
|---|---|---|
| I Revenue from operations 23 II Other income 24 III Total income (I+II) IV Expenses Cost of materials consumed 25 Purchases of stock in trade Changes in inventories of fnished goods, stock-in-trade and work in progress 26 Employee benefts expense 27 Finance costs 29 Depreciation and amortisation expense 28 Other expenses 30 Total expenses (IV) V Proft before Share of Proft/(loss) of Joint Venture and Tax(III - IV) VI Share of loss of joint venture VII Proft before exceptional items and tax (V-VI) VIII Exceptional items 37(b) IX Proft/(loss) before tax (VII - VIII) X Tax expense Current tax 33 & 18 Deferred tax Income tax adjustment for earlier year XI Proft after tax from continuing operations (IX-X) XII Discontinued operations Proft / (loss) for the period from discontinued operations before tax 48 Current Tax expense of discontinued operations Proft / (loss) after tax from discontinued operations XIII Proft / (loss) for the year (XI + XII) XIV Other comprehensive income ('OCI') i. Items that will not be reclassifed subsequently to the statement of proft and loss a. Gain/(loss) on change in fair valuation of equity instruments carried at fair value through OCI b. Gain/(loss) on sale of equity and equity related instruments c. Remeasurement gain/(loss) on defned beneft obligations (net) ii. Income tax relating to items that will not be reclassifed subsequently to statement of proft and loss a. Current tax 33 & 18 b. Deferred tax Total other comprehensive income (XIV) XV Total Comprehensive income for the year (XIII+XIV) Proft for the year attributable to: Continuing operations a) Shareholders of the company b) Non Controlling Interest |
16,692.52 648.04 |
16,984.43 403.95 |
| 17,340.56 | 17,388.38 | |
| 12,150.73 17.55 (152.44) 2,065.85 16.83 418.27 2,550.28 |
10,053.36 32.47 673.50 2,095.25 26.58 328.55 2,505.03 |
|
| 17,067.07 | 15,714.74 | |
| 273.49 47.41 |
1,673.64 51.49 |
|
| 226.08 | 1,622.15 | |
| - | 1,324.02 | |
| 226.08 | 298.13 | |
| 61.49 (7.29) (9.06) |
103.04 (24.45) (2.06) |
|
| 45.14 | 76.53 | |
| 180.94 | 221.60 | |
| 28.69 4.43 24.26 |
70.84 10.92 59.92 |
|
| 205.20 | 281.52 | |
| 714.34 768.98 31.33 |
893.61 207.07 (13.08) |
|
| 1,514.65 | 1,087.60 | |
| 118.80 83.46 |
(0.20) 58.81 |
|
| 202.26 | 58.61 | |
| 1,312.39 | 1,028.99 | |
| 1,517.59 194.85 (13.91) |
1,310.51 223.06 (1.46) |
124
Consolidated Statement of Profit and Loss for the year ended 31 March, 2022 contd.
| Year ended | Year ended | |||
|---|---|---|---|---|
| Note | 31 March, | 31 March, | ||
| No. | 2022 | 2021 | ||
| (Rs. / lakh) | (Rs. / lakh) | |||
| Discontinued operations | ||||
| a) Shareholders of the company |
12.37 | 30.56 | ||
| b) Non Controlling Interest |
11.89 | 29.36 | ||
| Other Comprehensive income attributable to: | ||||
| Continuing operations | ||||
| a) Shareholders of the company |
1,306.45 | 1,028.99 | ||
| b) Non Controlling Interest |
5.94 | - | ||
| Discontinued operations | ||||
| a) Shareholders of the company |
- | - | ||
| b) Non Controlling Interest |
- | - | ||
| Total Comprehensive income attributable to: | ||||
| Continuing operations | ||||
| a) Shareholders of the company |
1,501.30 | 1,252.05 | ||
| b) Non Controlling Interest |
(7.97) | (1.46) | ||
| Discontinued operations | ||||
| a) Shareholders of the company |
12.37 | 30.56 | ||
| b) Non Controlling Interest |
11.89 | 29.36 | ||
| XVI | Earnings per equity share | 31 | ||
| Continuing operations | ||||
| Basic and diluted (Rs.) [Nominal value of share Rs. 2] | 0.74 | 0.85 | ||
| Discontinued operations | ||||
| Basic and diluted (Rs.) [Nominal value of share Rs. 2] | 0.05 | 0.12 | ||
| Continuing & Discontinued operations | ||||
| Basic and diluted (Rs.) [Nominal value of share Rs. 2] | 0.79 | 0.97 | ||
| Signifcant accounting policies | 2 |
The accompanying notes are an integral part of the consolidated financial statements
As per our report of even date
For and on behalf of the Board of Directors
For Khanna & Annadhanam Chartered Accountants ICAI Firm’s Registration No.: 001297N
B. J. Singh Partner Membership No. 007884
Place: New Delhi Date: April 23, 2022
Nand Lal Khemka
Chairman cum Managing Director DIN : 00211084
Manali D Bijlani Company Secretary
Vijay Shrinivas CEO & Whole Time Director DIN : 08337007 Anil Bhardwaj GM (Accounts) & CFO
125
Consolidated Statement of changes in equity for the year ended 31 March, 2022
| Amount (Rs. / lakh) |
|
|---|---|
| a. Equity share capital Balance as at 1 April, 2020 Changes in equity share capital during the year Balance as at 31 March, 2021 Balance as at 1 April, 2021 Changes in equity share capital during the year Balance as at 31 March, 2022 |
525.00 - 525.00 525.00 - 525.00 |
b. Other equity
| b. Other equity | ||||||
|---|---|---|---|---|---|---|
| Reserve and surplus | Other comprehensive income |
Total equity attributable to shareholders of the Company (Rs. / lakh) |
||||
| Capital reserve |
Securities premium |
General reserve |
Retained earnings |
|||
| (Rs. / lakh) | (Rs. / lakh) | (Rs. / lakh) | (Rs. / lakh) | (Rs. / lakh) | ||
| Balance as at 1 April, 2020 Proft for the year Other comprehensive income for the year, net of income tax Total comprehensive income Dividend paid (including taxes) Balance as at 31 March, 2021 Balance as at 1 April, 2021 Proft for the year Other comprehensive income for the year, net of income tax Total comprehensive income Dividend paid (including taxes) Balance as at 31 March, 2022 |
0.29 - - |
450.00 - - |
1,148.80 - - |
16,529.14 253.62 - |
72.13 - 1,028.99 |
18,200.36 253.62 1,028.99 |
| - - |
- - |
- - |
253.62 237.12 |
1,028.99 - |
1,282.61 237.12 |
|
| - | - | - | 16.50 | 1,028.99 | 1,045.49 | |
| 0.29 | 450.00 | 1,148.80 | 16,545.64 | 1,101.12 | 19,245.85 | |
| 0.29 - - |
450.00 - - |
1,148.80 - - |
16,545.64 207.22 - |
1,101.12 - 1,306.45 |
19,245.85 207.22 1,306.45 |
|
| - - |
- - |
- - |
207.22 630.00 |
1,306.45 - |
1,513.67 630.00 |
|
| - | - | - | (422.78) | 1,306.45 | 883.67 | |
| 0.29 | 450.00 | 1,148.80 | 16,122.86 | 2,407.57 | 20,129.52 |
The accompanying notes are an integral part of the consolidated financial statements
As per our report of even date For Khanna & Annadhanam Chartered Accountants ICAI Firm’s Registration No.: 001297N
B. J. Singh Partner Membership No. 007884
Place: New Delhi Date: April 23, 2022
For and on behalf of the Board of Directors
Nand Lal Khemka
Chairman cum Managing Director DIN : 00211084
Manali D Bijlani Company Secretary
Vijay Shrinivas
CEO & Whole Time Director DIN : 08337007
Anil Bhardwaj GM (Accounts) & CFO
126
Consolidated Statement of Cash flow for the year ended 31 March, 2022
| Year ended 31 March, 2022 (Rs. / lakh) Year ended 31 March, 2021 (Rs. / lakh) |
|
|---|---|
| A. Cash fow from operating activities Proft before tax Adjustments for: Exceptional item (Litigation settlement under LCR Scheme)[refer note 37 (b)] Depreciation and amortisation expense Share of loss of joint venture Loss/(Gain) on disposal of property, plant and equipment (net) Bad debt written off Provision for doubtful debts Provision /Liabilities no longer required written back Unrealised loss/(gain) on foreign exchange fuctuation Loss/(gain) arising on fnancial assets designated through FVTPL Loss/(gain) on disposal of debt instruments at FVTPL Dividend income from investments Interest expense Interest income earned on fnancial assets Operating proft before working capital changes Adjustments for changes in working capital: Adjustments for operating assets: Decrease/(Increase) in trade receivables Decrease/(Increase) in inventories Decrease/(Increase) in loans Decrease/(Increase) in other fnancial assets Decrease/(Increase) in other assets Adjustments for operating liabilities: (Decrease)/Increase in trade payables (Decrease)/Increase in other liabilities (Decrease)/Increase in fnancial liabilities (Decrease)/Increase in provisions Cash generated from operating activities Income taxes paid (Net) Entry Tax Payment[refer note 37 (b)] Net cash fow from /(used in) operating activities B. Cash fow from investing activities Proceeds from sale of step down subsidiary Purchase of Property plant and equipments & Investment Property Proceeds from sale of Property plant and equipments Purchases of Investments Proceeds from sale/maturity of Investments Bank balance not considered as Cash and cash equivalents Interest received Dividend received Net cash fow from /(used in) investing activities |
226.08 368.97 - 1,324.02 418.27 403.09 47.41 51.49 (1.00) 10.37 - 1.36 11.64 22.32 (5.21) (9.94) (0.29) (0.49) (112.93) (121.22) (24.25) (28.69) (169.83) (186.18) 12.84 137.15 (69.21) (65.75) 333.52 1,906.50 675.05 758.77 (322.44) 95.34 (5.79) (0.95) 60.12 (98.90) (11.28) (32.14) 310.38 (27.85) (49.14) 42.68 (49.12) 13.96 (5.75) 27.53 935.55 2,684.94 (127.00) (311.20) - (872.69) 808.55 1,501.05 773.02 - (386.85) (1,245.69) 3.42 2.52 (7,873.84) (7,361.85) 6,970.77 7,388.99 12.98 40.71 68.66 67.31 169.83 186.18 (262.01) (921.83) |
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Consolidated Statement of Cash flow for the year ended 31 March, 2022 contd.
| Year ended 31 March, 2022 (Rs. / lakh) |
Year ended 31 March, 2021 (Rs. / lakh) |
|
|---|---|---|
| C. Cash fow from fnancing activities Proceeds/(Repayment) of long term borrowings Interest paid Dividend paid Tax on dividends paid Net cash (used in) fnancing activities Net (decrease)/increase in cash and cash equivalents (A+B+C) Cash and cash equivalents at the beginning of the year continuing operations discontinued operations Cash and cash equivalents at the end of the year Components of cash and cash equivalents from continuing operations Cash on hand Balances with banks: -on current accounts -on cash credit accounts Components of cash and cash equivalents from discontined operations Cash on hand Balances with banks: -on current accounts Total cash and cash equivalents |
- (19.50) (634.89) - (654.39) (107.85) 178.58 - 70.73 2.63 0.60 67.50 - - 70.73 |
(95.96) (137.45) (237.78) (0.87) |
| (472.06) | ||
| 107.16 112.64 22.28 |
||
| 242.08 | ||
| 3.89 12.47 162.22 - 63.50 |
||
| 242.08 |
The accompanying notes are an integral part of the consolidated financial statements
As per our report of even date For Khanna & Annadhanam Chartered Accountants ICAI Firm’s Registration No.: 001297N
B. J. Singh Partner Membership No. 007884 Place: New Delhi Date: April 23, 2022
For and on behalf of the Board of Directors
Nand Lal Khemka
Chairman cum Managing Director DIN : 00211084 Manali D Bijlani Company Secretary
Vijay Shrinivas
CEO & Whole Time Director DIN : 08337007 Anil Bhardwaj GM (Accounts) & CFO
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Notes to consolidated financial statements for the year ended 31 March, 2022
1. Corporate information
Indag Rubber Limited (hereinafter referred to as ‘the Parent Company’) is a Public Limited Company incorporated and domiciled in India.The Parent company’s shares are listed on Bombay Stock Exchange (‘BSE’).The Parent Company has invested funds in the equity share capital of a subsidiary who in turn invested the funds in the equity share capital of its subsidiary.The Parent Company is engaged in the manufacturing and selling of Precured Tread Rubber and allied products.The subsidiary along with step down subsidiary company is engaged in the business of enhancing knowledge and skills of solar technologies in India, specially the expertise in solar park development and to carry on the business of generating power supply through clean energy sub-sectors e.g., solar energy, biomass, wind, and energy efficiency projects and/or any other means, distribute, supply and sell such power either directly or through facilities or Central/State Governments or private companies or Electricity Boards to industries and to Central/State Governments.The Parent Company and its subsidiaries collectively hereinafter referred to as “the Group”.
The registered office of the Parent Company is located at 11 Community Centre, Saket, New Delhi- 110017, India. The Company’s CIN is - L74899DL1978PLC009038.
The consolidated financial statements as at March 31, 2022 present the financial position of the Group.
These consolidated financial statements were approved by the Board of Directors and authorised for issue on April 23, 2022.
2. Significant accounting policies
2.1 Statement of compliance and basis of preparation and presentation
The Consolidated financial statements of the Group have been prepared in accordance with Indian Accounting Standards (“Ind AS”) notified under the Companies (Indian Accounting Standards) Rules, 2015 and Companies (Indian Accounting Standard) (Amendment) Rules, 2016. The Group has prepared these consolidated financial statements to comply in all material respects with the accounting standards notified under Section 133 of the Companies Act, 2013 (“the Act”).
The consolidated financial statements have been prepared on historical cost basis except for certain financial instruments which are measured at fair value at the end of each reporting period as explained in the accounting policies.
The Consolidated financial statements of the Group are presented in Indian Rupees (Rs.) and all values are rounded to the nearest lakh, except when otherwise indicated.
With effect from 1st April, 2019, Ind AS 116 – “Leases” (Ind AS 116) supersedes Ind AS 17 – “Leases”. The Group has adopted Ind AS 116 using the Modified retrospective approach. The adoption of the standard did not have any significant impact on the consolidated financial statements.
2.2 Basis of Consolidation
The consolidated financial statements include the financial statements of Parent Company and its subsidiaries. Subsidiaries are entities controlled by the Company. Control exists when the Company :
-
a. has power over the investee;
-
b. is exposed, or has rights, to variable returns from its involvement with the investee and
-
c. has the ability to affect those returns through its power over the investee.
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The Company reassesses whether or not it controls an investee if facts and circumstances indicate that there are changes to one or more of the three elements listed above.
In assessing control, potential voting rights that currently are exercisable are taken into account. The results of subsidiaries acquired or disposed off during the year are included in the consolidated financial statements from the effective date of acquisition and up to the effective date of disposal, as appropriate.
Inter-company transactions and balances including unrealized profits are eliminated in full on consolidation.
Non-controlling interests in the net assets (excluding goodwill) of consolidated subsidiaries are identified separately from the Company’s equity. The interest of non-controlling shareholders may be initially measured either at fair value or at the non-controlling interests’ proportionate share of the fair value of the acquiree’s identifiable net assets. The choice of measurement basis is made on an acquisition-byacquisition basis.
Subsequent to acquisition, the carrying amount of non-controlling interests is the amount of those interests at initial recognition plus the non-controlling interests’ share of subsequent changes in equity. Total comprehensive income is attributed to non-controlling interests even if it results in the non-controlling interest having a deficit balance.
Changes in the Company’s interests in subsidiaries that do not result in a loss of control are accounted for as equity transactions. The carrying amount of the Company’s interests and the non-controlling interests are adjusted to reflect the changes in their relative interests in the subsidiaries. Any difference between the amount by which the non-controlling interests are adjusted and the fair value of the consideration paid or received is recognised directly in equity and attributed to shareholders of the Company.
When the Company loses control of a subsidiary, the profit or loss on disposal is calculated as the difference between the aggregate of the fair value of consideration received and the fair value of any retained interest and the previous carrying amount of the assets (including goodwill),and liabilities of the subsidiary and any non-controlling interests, amounts previously recognized in other comprehensive income in relation to the subsidiary are accounted for (i.e., reclassified to profit or loss, or transfer directly to retained earnings if required by other Ind ASs, the amounts recognised in other comprehensive income in relation to the subsidiary) in the same manner as would be required if the relevant assets or liabilities were disposed off. The fair value of any investment retained in the former subsidiary at the date when control is lost is regarded as the fair value on initial recognition for subsequent accounting under Ind AS 109 Financial Instruments: Recognition and Measurement or, when applicable, the cost on initial recognition of an investment in an associate or jointly controlled entity.
Investment in Joint Venture has been accounted under the equity method as per Ind AS 28 –Investments in Joint Ventures.
The group does not have any investments in associate.
2.3 Business Combinations
Acquisitions of subsidiaries and businesses are accounted for using the acquisition method. Acquisition related costs are recognised in profit or loss as incurred. The acquiree’s identifiable assets, liabilities and contingent liabilities that meet the conditions for recognition are recognised at their fair value at the acquisition date, except certain assets and liabilities required to be measured as per the applicable standard.
Purchase consideration in excess of the Company’s interest in the acquiree’s net fair value of identifiable assets, liabilities and contingent liabilities is recognised as goodwill. Excess of the Company’s interest in the net fair value of the acquiree’s identifiable assets, liabilities and contingent liabilities over the purchase consideration is recognised, after reassessment of fair value of net assets acquired, in the Capital Reserve.
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The interest of non-controlling shareholders is initially measured either at fair value or at the non-controlling interests’ proportionate share of the acquiree’s identifiable net assets. The choice of measurement basis is made on an acquisition-by-acquisition basis. Subsequent to acquisition, the carrying amount of noncontrolling interests is the amount of those interests at initial recognition plus the non-controlling interests’ share of subsequent changes in equity of subsidiaries.
2.4 Goodwill
Goodwill arising on an acquisition of a business is carried at cost as established at the date of acquisition of the business less accumulated impairment losses, if any.
For the purposes of impairment testing, goodwill is allocated to each of the Group’s cash-generating units (or groups of cash-generating units) that is expected to benefit from the synergies of the combination.
A cash-generating unit to which goodwill has been allocated is tested for impairment annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than its carrying amount, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro rata based on the carrying amount of each asset in the unit. Impairment loss for goodwill is recognised directly in the statement of profit and loss. An impairment loss recognised for goodwill is not reversed in subsequent periods.
On disposal of the relevant cash-generating unit, the attributable amount of goodwill is included in the determination of the profit or loss on disposal.
2.5 Basis of classification of Current and Non-Current
All assets and liabilities have been classified as current or non-current as per the Group’s normal operating cycle and other criteria set out in the Schedule III Division 2 to the Companies Act, 2013. Based on the nature of products and the time between the acquisition of assets for processing and their realisation in cash and cash equivalents, the Group has ascertained its operating cycle as 12 months for the purpose of current/non-current classification of assets and liabilities.
Deferred tax assets and liabilities are classified as non-current assets or liabilities.
2.6 Use of estimates
- i) The preparation of these financial statements, in conformity with the recognition and measurement principles of Ind AS, requires the management of the Group to make judgments, estimates and assumptions that affect application of accounting policies and the reported amount of assets and liabilities, disclosures relating to contingent assets and liabilities as at the date of the financial statements and the reported amounts of income and expenses for the periods presented. Actual results may differ from these estimates. Accounting estimates could change from period to period.
Estimates and underlying assumptions are reviewed on ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimates are revised and future periods are affected. Changes in estimates are reflected in the financial statements in the period in which changes are made, if material, their effects are disclosed in the notes to the financial statements.
Key source of estimation of uncertainty at the date of the financial statements, which may cause a material adjustment to the carrying amounts of assets and liabilities within the next financial year, is in respect of valuation of deferred tax assets, property plant & equipments, impairement of investments, provisions and contingent liabilities.
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ii) Uncertainty relating to the global health pandemic Covid-19
The Group has made assessment about the recoverability and carrying value of its assets comprising property, plant and equipment, investments, inventory and trade receivables taking into accountimpact of the Covid-19. Based on current indicators of future economic conditions, the group expects to recover the carrying amount of these assets. The situation is changing rapidly giving rise to inherent uncertainty around the extent and timing of the potential future impact of the COVID-19 which may be different from that estimated as at the date of approval of these consolidated financial statements. The Group will continue to closely monitor any material changes arising of future economic conditions and impact on its business.
2.7 Revenue Recognition
Revenue is recognised to the extent it is probable that the economic benefits will flow to the Group and the revenue can be reliably measured, regardless of when the payment is received. Revenue is measured at the fair value of the consideration received or receivable, taking into account contractually defined terms of payment and excluding taxes or duties collected on behalf of the government. The following specific criteria must also be met before revenue is recognised:
i. Sale of goods
Revenue from sale of goods is recognised when all the significant risks and rewards of ownership of the goods have been passed to the buyer, usually on delivery of the goods. Revenue is recognised when collectability of the resulting receivables is reasonably assured.Since GST on goods is collected on behalf of the Government, the same is not included in the sale value of goods
ii. Sale of services
Revenue from sale of services is recognised as and when the services are rendered and the stage of completion can be measured reliably and based on agreements/arrangements with the concerned customers. Since GST on service is collected on behalf of the Government, the same is not included in the sale value of services.
iii. Sale of power
Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured. Revenue from main business activities are recognised on due basis, as and when the services are rendered, based on the agreements/ arrangements with the concerned parties. Unbilled revenue is recognised to the extent not billed at the year end.
Solar power generation income is recognised based on the monthly statement of “State Energy Account” generated by Bangalore Electricity Supply Company Limited of units generated through our Plant.
iv. Dividend and interest income
Dividend income from investments is recognised when the right to receive dividend is established by the reporting date.
Interest income from a financial assets is recognised when it is probable that the economic benefits will flow to the Group and the amount of income can be measured reliably. Interest income is accrued on a time proportion basis, with reference to the principal outstanding and at the effective interest rate, which is the rate that exactly discounts estimated future cash receipts over the expected life of the financial asset to that asset’s net carrying amount on initial recognition.
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2.8 Lease
The Group, as a lessee, recognises a right-of-use asset and a lease liability for its leasing arrangements, if the contract conveys the right to control the use of an identified asset.
The contract conveys the right to control the use of an identified asset, if it involves the use of an identified asset and the Group has substantially all of the economic benefits from use of the asset and has right to direct the use of the identified asset. The cost of the right-of-use asset shall comprise of the amount of the initial measurement of the lease liability adjusted for any lease payments made at or before the commencement date plus any initial direct costs incurred. The right-of-use assets is subsequently measured at cost less any accumulated depreciation, accumulated impairment losses, if any and adjusted for any remeasurement of the lease liability. The right-of-use asset 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.
The Group measures the lease liability at the present value of the lease payments that are not paid at the commencement date of the lease. 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.
For short-term and low value leases, the Group recognises the lease payments as an operating expense on a straight-line basis over the lease term
The Group as a lessor evaluates if an arrangement qualifies to be a lease as per the requirements of Ind AS 116. The Company uses significant judgement in assessing the lease term (including anticipated renewals).
The Group determines the lease term as the non-cancellable period of a lease, together with both periods covered by an option to extend the lease if the Group is reasonably certain that the lease will be extended. In assessing whether the Group is reasonably certain that the lessee will exercise an option to extend the lease, it considers all relevant facts and circumstances that create an economic incentive for the lessor to exercise the option to extend the lease. The Group revises the lease term if there is a change in the noncancellable period of the lease.
Leases in which Group does not transfer substantially all the risks and rewards of ownership of the asset is classified as operating lease. Assets subject to operating leases are shown as investment property. Lease income on an operating lease is recognized in the statement of profit and loss to the extent rent is accrued.
2.9 Foreign currency
These consolidated financial statements of the Group are presented in Indian rupees (Rs. / lakh) which is the Parent Company and its subsidiaries functional and presentation currency.
Transactions in foreign currencies are recorded at the exchange rate prevailing on the date of transaction. Foreign currency denominated monetary assets and liabilities are re-measured into the functional currency at the exchange rate prevailing on the balance sheet date.
Exchange differences are recognised in the Consolidated Statement of Profit and Loss.
2.10 Borrowing cost
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 respective asset. All other borrowing costs are recognized in the statement of profit and loss in the period in which they are incurred.
Borrowing costs include interest and amortisation of ancillary costs incurred in connection with the arrangement of borrowings.
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2.11 Employee benefits
- (i) Retirement benefits in the form of provident fund (where contributed to the Regional PF Commissioner) is a defined contribution scheme. The Group has no obligation, other than the contribution payable to the EPFO. The Group recognizes contribution payable to the provident fund scheme as an expenditure, when an employee renders the related service. If the contribution payable to the scheme for service received before the balance sheet date exceeds the contribution already paid, the deficit payable to the scheme is recognized as a liability after deducting the contribution already paid. If the contribution already paid exceeds the contribution due for services received before the balance sheet date, then excess is recognized as an asset to the extent that the pre payment will lead to, for example, a reduction in future payment or a cash refund.
Retirement benefits in the form of provident fund contributed to the Trust set up by the Company is a defined benefit scheme and is provided for on the basis of actuarial valuation of projected unit credit method made at the end of each financial year. The difference between the actuarial valuation of the provident fund of employees at the year end and the balance of own managed funds is provided for as liability in the books by the Group.
-
(ii) Gratuity liability under the Payment of Gratuity Act is a defined benefit obligation and is provided for on the basis of an actuarial valuation on projected unit credit method made at the end of each financial year. The gratuity plan has been funded by policy taken from Life Insurance Corporation of India. Actuarial gains and losses are recognised in full in the other comprehensive income for the period in which they occur. Past service cost both vested and unvested is recognised as an expense at the earlier of
-
(a) when the plan amendment or curtailment occurs; and
-
(b) when the entity recognises related restructuring costs or termination benefits.
-
(iii) Accumulated leave, which is expected to be utilized within the next 12 months, is treated as short-term employee benefit. The Group measures the expected cost of such absences as the additional amount that it expects to pay as a result of the unused entitlement that has accumulated at the reporting date.
-
(iv) The Group treats accumulated leave expected to be carried forward beyond twelve months, as long-term employee benefit for measurement purposes. Such long-term compensated absences are provided for based on the actuarial valuation using the projected unit credit method at the year-end. Actuarial gains/ losses are immediately taken to the statement of profit and loss and are not deferred.
2.12 Income Taxes
Income tax expense represents the sum of the tax currently payable and deferred tax.
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 consolidated 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 by the end of the reporting period.
Deferred tax
Deferred tax is recognised for the future tax consequences of temporary differences between the carrying amounts of assets and liabilities in the consolidated financial statements and the corresponding tax bases used in the computation of taxable profit. Deferred tax liabilities are generally recognised for all taxable temporary differences. Deferred tax assets are generally recognised for all deductible temporary differences
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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 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.
In the situations where the Group is entitled to a tax holiday under the Income-tax Act, 1961 enacted in India or tax laws prevailing in the respective tax jurisdictions where it operates, no deferred tax (asset or liability) is recognized in respect of timing differences which reverse during the tax holiday period, to the extent the company’s gross total income is subject to the deduction during the tax holiday period. Deferred tax in respect of timing differences which reverse after the tax holiday period is recognized in the year in which the timing differences originate. However, the Group restricts recognition of deferred tax assets to the extent that it has become reasonably certain or virtually certain, as the case may be, that sufficient future taxable income will be available against which such deferred tax assets can be realized. For recognition of deferred taxes, the timing differences which originate first are considered to reverse first.
Current and deferred tax for the year
Current and deferred tax are recognised in consolidated statement of profit and loss, except when they relate to items that are recognised in other comprehensive income or directly in equity, in which case, the current and deferred tax are also recognised in other comprehensive income or directly in equity respectively.
Minimum alternate tax (MAT) paid in a year is charged to the consolidated statement of profit and loss as current tax. The Group recognizes MAT credit available as an asset only to the extent that there is convincing evidence that the Group will pay normal income tax during the specified period, i.e., the period for which MAT credit is allowed to be carried forward. In the year in which the Group recognises MAT credit as an asset in accordance with the Guidance Note on Accounting for Credit Available in respect of Minimum Alternative Tax under the Income-tax Act, 1961, the said asset is created by way of credit to the statement of profit and loss and shown as “MAT Credit Entitlement”. The group reviews the “MAT credit entitlement” asset at each reporting date and writes down the asset to the extent the Group does not have convincing evidence that it will pay normal tax during the specified period.
2.13 Property, plant and equipment
Property, plant and equipment, capital work in progress are stated at cost, net of accumulated depreciation and accumulated impairment losses, if any. The cost comprises purchase price, borrowing costs if capitalization criteria are met and directly attributable cost of bringing the asset to its working condition for the intended use. Any trade discounts and rebates are deducted in arriving at the purchase price.
When significant parts of plant and equipment are required to be replaced at intervals, the Group depreciated them separately based on their specific useful lives. Likewise, when a major inspection is performed, its cost is recognized in the carrying amount of the plant and equipment as a replacement if the recognition
135
criteria are satisfied. All other repair and maintenance costs are recognized in the statement of profit and loss as incurred. The present value of the expected cost for the decommissioning of an asset after its use is included in the cost of respective asset if the recognition criteria for a provision are met.
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 assets.
Gains or losses arising from disposal or retirement of property, plant and equipment are measured as the difference between the net disposal proceeds and the carrying amount of the asset and are recognized in the statement of profit and loss when the asset is derecognized.
2.14 Investment Property
An investment in land or buildings including plant and equipment which is not intended to be occupied substantially for use by, or in the operations of the Company, is classified as investment property. Investment property is stated at cost, net of accumulated depreciation and accumulated impairment losses, if any and is not valued at fair value at the end of each year.
The cost comprises costs of construction if capitalization criteria are met and directly attributable to cost of bringing the investment property to its working condition for the intended use.
Depreciation on investment property is calculated on a straight-line basis using the rates arrived at based on the useful estimated life by the management, which is equal to 20 years
2.15 Depreciation on property, plant and equipment
- a. With respect to business of manufacturing and selling of Precured Tread Rubber and allied products. Leasehold land is amortised on a straight line basis over the period of lease i.e., 95/99 years. Freehold land is not depreciated.
Depreciation on property, plant and equipment is calculated on a straight-line basis using the rates arrived at, based on the useful lives estimated by the management, which are equal to the useful lives prescribed under Schedule II to the Companies Act, 2013.
Estimated useful lives of the assets are as follows:
| S. No. | Assets | Useful lives inyears |
|---|---|---|
| i. | Buildings | Rangingfrom 5 to 60 Years |
| ii. | Plant and equipment | Rangingfrom 3 to 15 Years |
| iii. | Furniture and Fixtures | 10years |
| iv. | Offce equipment | Rangingfrom 3 to 6 Years |
| v. | Vehicles | Rangingfrom 8 to 10 Years |
| vi | Investment Property | 20years |
- b. With respect to solar power business:
Depreciation on property, plant and equipment calculated on a straight-line basis using the rates arrived at, based on the useful lives estimated by the management, which are equal to the useful lives prescribed under Schedule II to the Companies Act, 2013 except in respect of the following assets, where useful life is either not given or different than those prescribed in Schedule II are used:
| S. No. | Assets | Useful lives inyears |
|---|---|---|
| i. | Plant and equipment | |
| - Inverter | 10years | |
| - Other machinery | 25years | |
| - Offce equipment | 3years |
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The residual values, useful lives and methods of depreciation of property, plant and equipment are reviewed at each financial year end and adjusted prospectively, if appropriate.
2.16 Intangible assets
Intangible assets purchased are measured at cost as of the date of acquisition less accumulated amortisation and accumulated impairment, if any.
Intangible assets consist of rights under licensing agreement and software licenses which are amortised over license period which equates the useful life ranging between 2-4 years on a straight-line basis or actual life of license whichever is earlier.
2.17 Impairment of non-financial assets
The Group assesses at each reporting date whether there is an indication that an asset may be impaired. If any indication exists, or when annual impairment testing for an asset is required, the Group estimates the asset’s recoverable amount. An asset’s recoverable amount is the higher of an asset’s or cash-generating unit’s (CGU) net -selling price and its value in use. The recoverable amount is determined for an individual asset, unless the asset does not generate cash inflows that are largely independent of those from other assets or groups of assets. Where the carrying amount of an asset or CGU exceeds its recoverable amount, the asset is considered impaired and is written down to its recoverable amount. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. In determining net selling price, recent market transactions are taken into account, if available. If no such transactions can be identified, an appropriate valuation model is used.
The Group bases its impairment calculation on detailed budgets and forecast calculations which are prepared separately for each of the Group’s cash-generating units to which the individual assets are allocated.
Impairment losses are recognized in the statement of profit and loss. After impairment, depreciation is provided on the revised carrying amount of the asset over its remaining useful life.
2.18 Inventories
Inventories are valued as follows:
| Raw materials, stores and spares and packing materials |
Lower of cost and net realizable value. However, materials and other items held for use in the production of inventories are not written down below cost if the fnished products in which they will be incorporated, are expected to be sold at or above cost. Cost is determined on moving weighted average method. |
|---|---|
| Work in progress and fnished goods (own manufactured) |
Lower of cost and net realizable value. Cost includes direct materials and labour and a proportion of manufacturing overheads based on normal operating capacity. Cost is determined on monthly moving weighted average basis. |
| Traded goods | Lower of cost and net realizable value. Cost includes cost of purchase and other costs incurred in bringing the inventories to their present location and condition. Cost is determined on moving weighted average basis. |
Net realisable value is the estimated selling price in the ordinary course of business less estimated cost of completion and estimated costs necessary to make the sale.
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2.19 Provisions
Provisions are recognised when the Group has a present obligation (legal or constructive) as a result of past event and it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. If the effect of the time value of money is material, provisions are discounted using a current pre-tax rate that reflects, when appropriate, the risks specific to the liability. When discounting is used, the increase in the provision due to the passage of time is recognised as a finance cost.
2.20 Financial instruments - Financial assets, Financial liabilities and Equity instruments
-
2.20.1 Financial Assets Recognition: Financial assets include Investments, Trade Receivables, Advances, Security Deposits, Cash and Cash equivalents. Such assets are initially recognised at transaction price when the Group becomes party to contractual obligations. The transaction price includes transaction costs unless the asset is being fair valued through the Statement of Profit and Loss.
-
2.20.2 Classification: Management determines the classification of an asset at initial recognition depending on the purpose for which the assets were acquired. The subsequent measurement of financial assets depends on such classification.
2.20.3 Financial assets classification and measurement:
- (a) amortised cost, where the financial assets are held solely for collection of cash flows arising from payments of principal and/ or interest.
(b) fair value through other comprehensive income (FVTOCI), where the financial assets are held not only for collection of cash flows arising from payments of principal and interest but also from the sale of such assets. Such assets are subsequently measured at fair value, with unrealised gains and losses arising from changes in the fair value being recognised in other comprehensive income.
(c) fair value through profit or loss (FVTPL), where the assets are managed in accordance with an approved investment strategy that triggers purchase and sale decisions based on the fair value of such assets. Such assets are subsequently measured at fair value, with unrealised gains and losses arising from changes in the fair value being recognised in the Statement of Profit and Loss in the period in which they arise. Trade Receivables, Advances, Security Deposits, Cash and Cash equivalents etc. are classified for measurement at amortised cost while investments may fall under any of the aforesaid classes. However, in respect of particular investments in equity instruments that would otherwise be measured at fair value through profit or loss, an irrevocable election at initial recognition may be made to present subsequent changes in fair value through other comprehensive income. This option has been adopted by the group irrevocably.
2.20.4
Financial Assets at fair value through other comprehensive income: These include financial assets that are equity instruments and are irrevocably designated as such upon initial recognition. Subsequently, these are measured at fair value and changes therein are recognized directly in other comprehensive income, net of applicable income taxes.
Dividends from these equity investments are recognized in the Statement of Profit and Loss when the right to receive payment has been established. When the equity investment is derecognized, the cumulative gain or loss in equity is transferred to Other equity.
2.20.5
Financial assets at fair value through profit or loss: Financial assets are measured at fair value through profit or loss unless it is measured at amortised cost or at fair value through other comprehensive income on initial recognition. The transaction costs that are directly attributable to the acquisition of financial assets, which are measured at fair value through profit or loss, are
138
immediately recognised in profit or loss.
-
2.20.6 Cash and cash equivalents: Cash and cash equivalents comprise cash at banks and on hand and short-term deposits with an original maturity of three months or less, from the date of purchase which are subject to an insignificant risk of changes in value.
-
2.20.7 Equity instruments: An equity instrument is any contract that evidences residual interests in the assets of the Group after deducting all of its liabilities. Equity instruments issued by the Parent Company are recorded at the proceeds received, net of direct issue costs.
-
2.20.8 Financial Liabilities: Borrowings, trade payables and other financial liabilities are initially recognised at the value of the respective contractual obligations. They are subsequently measured at amortised cost. Any discount or premium on redemption/settlement is recognised in the Statement of Profit and Loss as finance cost over the life of the liability using the effective interest method and adjusted to the liability figure disclosed in the Balance Sheet.
Financial liabilities are derecognised when the liability is extinguished, that is, when the contractual obligation is discharged, cancelled or on expiry.
2.20.9 Financial guarantee contracts: These are initially measured at fair value and are subsequently measured at the higher of the amount of loss allowance determined or the amount initially recognized, less the cumulative amount of income recognized.
- 2.20.10 Other financial liabilities: These are measured at amortized cost using the effective interest rate method.
2.20.11 Determination of fair value: The fair value of a financial instrument on initial recognition is normally the transaction price (fair value of the consideration given or received). Subsequent to initial recognition, the Group determines the fair value of financial instruments, that are quoted in active markets, using the quoted prices (financial assets held) and using valuation techniques for other instruments. Valuation techniques include discounted cash flow method and other valuation models.
2.20.12 Derecognition of financial assets and financial liabilities:
The Group derecognizes a financial asset only when the contractual rights to the cash flows from the asset expires or it transfers the financial asset and substantially all the risks and rewards of ownership of the asset to another entity. If the Group neither transfers nor retains substantially all the risks and rewards of ownership and continues to control the transferred asset, the Group recognizes its retained interest in the asset and an associated liability for amounts it may have to pay. If the Group retains substantially all the risks and rewards of ownership of a transferred financial asset, the Group continues to recognize the financial asset and also recognizes a collateralized borrowing for the proceeds received.
Financial liabilities are derecognised when these are extingushed, which is when the obligation is discharged, cancelled or expired.
2.20.13
Impairment of financial assets:
The Group assesses at each reporting date whether a financial asset (or a group of financial assets) such as investments, trade receivables, advances and security deposits held at amortised cost and financial assets that are measured at fair value through other comprehensive income are tested for impairment based on evidence or information that is available without undue cost or effort. Expected credit losses are assessed and loss allowances recognised if the credit quality of the financial asset has deteriorated significantly since initial recognition.
139
2.20.14 Derivative financial instruments
The Group does not hold any derivative and embedded derivative financial instruments.
2.21 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, regardless of whether that price is directly observable or estimated using another valuation technique. In estimating the fair value of an asset or a liability, the Group takes into account the characteristics of the asset or liability if market participants would take those characteristics into account when pricing the asset or liability at the measurement date.
In addition, for financial reporting purposes, fair value measurements are categorised into Level 1, 2, or 3 based on the degree to which the inputs to the fair value measurements are observable and the significance of the inputs to the fair value measurement in its entirety, which are described as follows:
-
Level 1: Quoted (unadjusted) market prices in active markets for identical assets or liabilities.
-
Level 2:Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or indirectly observable.
-
Level 3:Valuation techniques for which the lowest level input that is significant to the fair value measurement is unobservable.
2.22 Operating Segments
Identification of segments
Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision-maker (CODM). The CODM, who is responsible for allocating resources and assessing performance of the operating segments, has been identified as Chief Financial Officer and Chief Executive Officer.
Unallocated items
Unallocated items include general corporate income and expense items which are not allocated to any business segment.
Segment accounting policies
The Group prepares its segment information in conformity with the accounting policies adopted for preparing and presenting the financial statements of the Group as a whole.
2.23 Earnings per share
Basic earnings per share are computed by dividing profit/loss for the period by the weighted average number of shares outstanding during the year. Partly paid up shares are included as fully paid equivalents according to the fraction paid up. Diluted earnings per share are been computed using the weighted average number of shares and dilutive potential shares, except where the result would be anti-dilutive.
2.24 Assets/Disposal group held for sale and discontinued operations
Assets/Disposal group held for sale 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 value 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.
An Impairment loss is recognised for any initial or subsequent write-down of the assets (or disposal group) to fair value less costs to sell. A gain is recognised for any subsequent increase in fair value less costs to sell of an asset (or disposal group), but not in excess of any cumulative impairment loss previously
140
recognised. A gain or loss not previously recognised by the date of the sale of the Assets/Disposal group held for sale is recognised at the date of de-recognition.
Assets/Disposal group held for sale are not depreciated or amortised 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. Non-current assets classified as held for sale and the assets of a disposal group classified as held for sale are presented separately from the other assets in the balance sheet. The liabilities of a disposal group classified as held for sale are presented separately from other liabilities in the balance sheet.
A discontinued operation is a component of the entity that has been disposed of or is classified as held for sale and that represents a separate major line of business or geographical area of operations, is a part of a single coordinated plan to dispose of such a line of business or area of operations, or is a subsidiary acquired exclusively with a view to resale. The results of discontinued operations are presented separately in the statement of profit and loss.
2.25 Government grants and subsidies
Grants and subsidies from the government are recognized when there is reasonable assurance that
-
(i) the Group will comply with the conditions attached to them, and
-
(ii) the grant/ subsidy will be received.
Where the grant or subsidy relates to revenue, it is recognized as income on a systematic basis in the statement of profit and loss over the periods necessary to match them with the related costs, which they are intended to compensate. Where the grant relates to an asset, it is reduced from the respective cost of an asset and accordingly depreciation is calculated on reduced amount.
2.26 Contingent liabilities
A contingent liability is a possible obligation that arises from past events whose existence will be confirmed by the occurrence or non-occurrence of one or more uncertain future events beyond the control of the Group or a present obligation that is not recognized because it is not probable that an outflow of resources will be required to settle the obligation. A contingent liability also arises in extremely rare cases where there is a liability that cannot be recognized because it cannot be measured reliably. The Group does not recognize a contingent liability but discloses its existence in the financial statements.
2.27 Recent Pronouncements
Ministry of Corporate Affairs (MCA) on March 23, 2022 has amended the Companies (Indian Accounting Standards) Amendment Rules 2022, applicable from April 1st 2022 relating to the following Indian Accounting Standards:
-
i. IndAS 16 – Property, Plant and Equipment
-
ii. IndAS 37 – Provisions, Contingent liabilities and contingent assets
-
iii. IndAS 103 – Common Control Business Combinations
-
iv. IndAS 106 – Exploration for and Evaluation of Mineral Reserves
-
v. IndAS 109 – Financial Instruments, Classification, Recognition and Measurement
The company does not expect these amendments to have any significant impact in its financial statements.
141
3 Property, plant and equipment
| Freehold land |
Leasehold land |
Buildings | Plant and equipment |
Furniture and fxtures |
Offce equipment |
Vehicles | Total | |
|---|---|---|---|---|---|---|---|---|
| (Rs. / lakh) |
(Rs. / lakh) |
(Rs. / lakh) |
(Rs. / lakh) | (Rs. / lakh) |
(Rs. / lakh) | (Rs. / lakh) |
(Rs. / lakh) |
|
| Cost or deemed cost | ||||||||
| As at 01.04.2020 | 80.37 | 15.79 | 1,047.12 | 4,177.68 | 76.48 | 110.97 | 56.63 | 5,565.04 |
| Additions | - | - | 1.12 | 297.50 | 0.49 | 12.45 | - | 311.56 |
| Deductions | - | - | - | 33.18 | 0.01 | 1.58 | 6.08 | 40.85 |
| Transfer to assets/ disposal group held for sale |
- | - | - | 1,809.11 | - | 0.16 | - | 1,809.27 |
| As at 31.03.2021 | 80.37 | 15.79 | 1,048.24 | 2,632.89 | 76.96 | 121.68 | 50.55 | 4,026.48 |
| Additions | - | - | - | 134.09 | - | 12.65 | - | 146.74 |
| Deductions | - | - | - | 6.63 | 0.02 | 1.47 | - | 8.12 |
| As at 31.03.2022 | 80.37 | 15.79 | 1,048.24 | 2,760.35 | 76.94 | 132.86 | 50.55 | 4,165.10 |
| Depreciation | ||||||||
| As at 01.04.2020 | - | 0.75 | 175.44 | 1,166.49 | 52.64 | 62.25 | 26.34 | 1,483.91 |
| Charge for theyear | - | 0.19 | 43.82 | 246.49 | 2.89 | 17.90 | 6.14 | 317.43 |
| Deductions | - | - | - | 22.64 | - | 1.03 | 4.29 | 27.96 |
| Transfer to assets/ disposal group held for sale |
- | - | - | 244.26 | - | 0.16 | - | 244.42 |
| As at 31.03.2021 | - | 0.94 | 219.26 | 1,146.08 | 55.53 | 78.96 | 28.19 | 1,528.96 |
| Charge for theperiod | - | 0.19 | 42.50 | 240.13 | 2.82 | 16.63 | 5.14 | 307.41 |
| Deductions | - | - | - | 4.30 | - | 1.39 | - | 5.69 |
| As at 31.03.2022 | - | 1.13 | 261.76 | 1,381.91 | 58.35 | 94.20 | 33.33 | 1,830.68 |
| Net block | ||||||||
| As at 31.03.2021 | 80.37 | 14.85 | 828.98 | 1,486.81 | 21.43 | 42.72 | 22.36 | 2,497.52 |
| As at 31.03.2022 | 80.37 | 14.66 | 786.48 | 1,378.44 | 18.59 | 38.66 | 17.22 | 2,334.42 |
i. The leasehold land comprises land obtained on lease from Rajasthan State Industrial & Mineral Development Corporation Limited for 99 years and land obtained from Government of Himachal Pradesh for 95 years.
ii. There is no revaluation in property, Plant & equipment during the year ended March 2022
iii. Title deeds of all Immovable Properties are held in the name of the Company
4 Investment Property
| Investment Property | ||
|---|---|---|
| MRO Centre (Rs. / lakh) |
Total (Rs. / lakh) |
|
| At cost As at 01.04.2020 Additions Deductions As at 31.03.2021 Additions Deductions As at 31.03.2022 Depreciation As at 01.04.2020 Charge for the year Deductions As at 31.03.2021 Charge for the year Deductions As at 31.03.2022 Net block As at 31.03.2021 As at 31.03.2022 |
- - - - 2,263.66 - 2,263.66 - - - - 101.84 - 101.84 - 2,161.82 |
- - - |
| - | ||
| 2,263.66 - |
||
| 2,263.66 - - - |
||
| - 101.84 - |
||
| 101.84 - 2,161.82 |
142
Notes:
-
i There is no revaluation in Investment Property during the year ended March 2022
-
ii Title deeds of all Investment Properties are held in the name of the Group.
-
iii Depreciation is provided based on useful life supported by the technical evaluation considering business specific usages, useful life of the asset has been estimated at 20 years.
-
iv. Disclosure pursuant to IndAS 40 “Investment Property”
| Disclosure pursuant to IndAS 40 “Investment Property” | ||
|---|---|---|
| Particulars | 2021-22 | 2020-21 |
| (a)Rental income desired from Investment Property | 258.65 | - |
| (b) Direct operating expenses arising from investment property that generate rental income. |
- | - |
| (c)Depreciation | 101.84 | - |
| (d)The fair value of the investmentpropertyis estimated equal to carryingcost. |
- v. During the year the Group completed construction of MRO Centre at a cost of Rs. 2,263.66 lakhs. The MRO Centre has been specifically designed for the requirement of the lessee. The income from the MRO Centre by way of lease charges started with effect from 01.09.2021. The initial lease period as per the agreement is nine and a half years. In the opinion of the management, there is reasonable certainty that the lease will be extended at least for a similar period.
5 Other intangible assets
| Other intangible assets | ||
|---|---|---|
| Software & Website (Rs. / lakh) |
Total (Rs. / lakh) |
|
| Cost or deemed cost As at 01.04.2020 Additions Deductions As at 31.03.2021 Addition Deductions As at 31.03.2022 Amortisation As at 01.04.2020 Charge for the year Deductions As at 31.03.2021 Charge for the period Deductions As at 31.03.2022 Net block As at 31.03.2021 As at 31.03.2022 |
57.86 2.82 - 60.68 11.62 - 72.30 37.03 11.12 - 48.15 9.02 - 57.17 12.53 15.13 |
57.86 2.82 - |
| 60.68 | ||
| 11.62 - |
||
| 72.30 | ||
| 37.03 11.12 - |
||
| 48.15 | ||
| 9.02 - |
||
| 57.17 | ||
| 12.53 15.13 |
i There is no revaluation in other intangible assets during the year ended March 2022
143
6 Investments
| Investments | |||
|---|---|---|---|
| As at 31 March, 2022 As at 31 March,2021 |
|||
| Face value per share / unit (in Rs) Numbers |
(Rs. / lakh) Face value per share / unit (in Rs) Numbers |
(Rs. /lakh) |
|
| Non-current A. Investments carried at cost (accounting using equity method) [Fully paid-up (Unquoted)] i. Investment in Joint Venture Sun Mobility EV Infra Private Limited (formerly known as Alberieth EV Services Private Limited) Equity shares 0.001% Optionally covertible redeemable preference shares B. Investments carried at Fair value through other comprehensive income i. Equity shares [Fully paid-up (Quoted)] 3M India Limited Aarti Industries Limited Aavas Financiers Limited Abbott India Limited AIA Engineering Limited Ajanta Pharma Limited Amrutanjan Health Care Limited Asian Paints Limited Astral Limited AU Small Finance Bank Limited Axis Bank Limited Bajaj Finance Limited Bajaj Finserv Limited Bata India Limited Beml Limited Cadila Healthcare Limited Cartrade Tech Limited CCL Products India Limited Cholamandalam Investment and Finance Company Limited Cipla Limited City Union Bank Limited Coforge Limited Computer Age Management Services Limited Crompton Greaves Consumer Electrical Limited DCB Bank Limited Dixon Technologies India Limited Dodla Dairy Limited Dr Lal Pathlabs Limited Eastern Treads Limited Eicher Motors Limited |
- - - - 10 12.00 5 2,332.00 10 1,143.00 10 17.00 - - 2 122.00 - - 1 282.00 1 610.00 10 2,135.00 2 3,668.00 2 142.00 5 29.00 5 840.00 10 75.00 - - 10 137.00 2 1,115.00 2 4,358.00 2 468.00 - - 10 77.00 10 98.00 2 498.00 - - 2 65.00 10 199.00 10 73.00 - - 1 61.00 |
- 10 1,500,000 - 10 12,000,000 - 2.36 - - 22.31 - - 29.37 10 650 3.01 - - - 2 593 2.21 - - - 1 2,456 8.69 - - 12.34 - - 26.61 - - 27.92 2 1,468 10.31 - - 4.95 - - 16.48 - - 1.36 - - - 1 1,214 0.79 - - 4.50 - - 31.31 2 4,615 4.76 2 2,220 - 1 9,738 3.43 - - 2.27 - - 1.86 - - - 10 20,833 2.80 - - 0.89 - - 1.91 - - - 10 11,100 1.27 - - |
78.11 1,200.00 |
| 1,278.11 | |||
- - 15.74 - 12.17 - 13.94 - - - 10.24 - - - - 5.35 - - 25.79 18.10 15.19 - - - 21.38 - - - 6.11 - |
144
| As at 31 March, 2022 As at 31 March,2021 |
|
|---|---|
| Face value per share / unit (in Rs) Numbers (Rs. / lakh) Face value per share / unit (in Rs) Numbers (Rs. /lakh) |
|
| Engineers India Limited Fine Organic Industries Limited FSN E-Commerce Ventures Limited Garware Technical fbres Limited (Erstwhile Garware wall ropes Limited) GMM Pfaudler Limited Go Fashion India Limited Hdfc Bank Limited Hdfc Life Insurance Company Limited Hindalco Industries Limited ICICI Bank Limited ICICI Lombard General Insurance Company Limited IDFC Limited Indiamart Intermesh Limited Indigo Paints Limited Info Edge India Limited Infosys Limited Intellect Design Arena Limited Jubilant Foodworks Limited Kajaria Ceramics Limited KNR Constructions Limited Kotak Mahindra Bank Limited LA Opala Rg Limited Larsen and Toubro Limited Larsen & Toubro Infotech Limited Laurus Labs Limited LNT Technology Services Limited Lupin Limited Maruti Suzuki India Limited Metro Brands Limited Metropolis Healthcare Limited Mphasis Limited Navin Fluorine International Limited Nestle India Limited Newgen Software Technologies Limited Orient Electric Limited Page Industries Limited Persistent Systems Limited Phoenix Mills Limited PI Industries Limited Poly Medicure Limited PVR Limited Safari Industries India Limited Saregama India Limited Sequent Scientifc Limited |
- - - 5 4,370 3.36 5 62.00 2.48 - - - 1 163.00 2.75 - - - 10 296.00 8.35 10 840 21.56 2 123.00 5.60 - - - 10 595.00 6.02 - - - 1 925.00 13.60 - - - 10 282.00 1.52 - - - 1 582.00 3.31 - - - 2 2,280.00 16.65 2 6,850 39.87 10 1,421.00 18.81 - - - - - - 10 16,770 7.94 10 128.00 5.53 - - - 10 286.00 4.59 - - - 10 52.00 2.34 - - - 5 927.00 17.68 - - - 5 207.00 1.96 - - - 10 162.00 4.27 - - - 1 2,911.00 29.67 1 2,061 19.10 2 351.00 1.00 - - - 5 83.00 1.46 - - - - - - 2 2,846 6.31 - - - 2 2,128 30.19 1 81.00 4.99 - - - 2 4,740.00 27.97 - - - 2 41.00 2.09 - - - - - - 2 1,372 14.00 5 63.00 4.76 - - - 5 1,009.00 6.18 - - - 2 88.00 1.79 - - - 10 386.00 13.04 - - - 2 60.00 2.45 - - - 10 49.00 8.52 - - - 10 247.00 1.15 - - - 1 373.00 1.20 - - - 10 61.00 26.35 10 49 14.86 10 713.00 33.97 10 717 13.78 2 95.00 1.04 - - - 1 1,275.00 35.95 1 1,169 26.40 5 142.00 1.35 - - - 10 1,424.00 27.37 10 1,079 13.23 2 613.00 5.97 - - - 10 67.00 3.23 - - - 2 956.00 1.28 - - - |
145
| As at 31 March, 2022 As at 31 March,2021 |
As at 31 March, 2022 As at 31 March,2021 |
As at 31 March, 2022 As at 31 March,2021 |
|
|---|---|---|---|
| Face value per share / unit (in Rs) Numbers |
(Rs. / lakh) Face value per share / unit (in Rs) Numbers |
(Rs. /lakh) |
|
| Supreme Industries Limited Suven Pharmaceuticals Limited Tata Steel Limited Tech Mahindra Limited Titan Company Limited Torrent Pharmaceuticals Limited TVS Motor Company Limited United Spirits Limited Vamshi Rubber Limited Vedant Fashions Limited Wipro Limited Embassy Offce Park - REIT Mindspace Business Parks - REIT ii. Equity mutual funds (Unquoted) HDFC Top 100 Fund - Direct Plan -Growth Axis Bluechip Fund – Direct Plan - Growth Mirae Asset Large Cap Fund - Direct Plan – Growth Franklin India Feeder – Franklin US Opportunities Fund - Regular plan - Growth PGIM India Global Equity Opportunities Fund - Regular plan - Growth ICICI Prudential Equity & Debt fund - Direct Plan - Growth Kotak Flexicap Fund - Regular Plan (Erstwhile Kotak Standard Multicap Fund - Regular Plan - Growth) Kotak Flexicap Fund - Direct Growth (Erstwhile Kotak Standard Multicap Fund - Direct Plan - Growth) SBI Blue Chip Fund - Regular Plan -Growth ICICI Prudential Multi Cap Fund Regular Plan - Growth Axis Focused 25 Fund Direct Plan Growth Axis Focused 25 Fund Regular Plan Growth Canara Robeco Flexi Cap Fund - Regular Plan – Growth Parag Parikh Flexi Cap Fund - Regular Plan - Growth Uti Flexi Cap Fund - Regular Plan – Growth Avendus Enhanced Return Fund |
2 744.00 1 345.00 10 150.00 - - 1 326.00 5 1,158.00 1 2,568.00 - - - - 1 129.00 - - 300 5600 275 7000 100 42,581.41 10 202,908.26 10 119,962.16 10 101,565.40 10 162,435.02 - - 10 228,954.98 10 183,549.60 10 154,627.20 10 15,330.30 10 215,649.47 10 73,543.76 10 25,105.45 10 119,647.60 10 17,648.92 - - |
15.23 2 627 2.13 - - 1.96 - - - 5 3,610 8.27 - - 32.33 5 1,063 16.07 - - - 2 3,015 - 10 4,664 1.25 - - - 2 9,818 20.82 300 5,600 24.26 275 7,000 704.27 313.40 100 42,581.41 101.31 - - 101.29 - - 52.85 - - 52.24 - - - 10 77,294.80 118.99 10 228,954.98 104.38 10 183,549.60 93.00 10 154,627.20 67.51 10 15,330.30 103.90 10 215,649.47 31.70 - - 55.70 - - 59.20 - - 43.24 - - - |
12.81 - - 35.79 - 27.05 - 16.77 0.90 - 40.66 18.24 20.63 |
| 527.46 | |||
257.82 - - - - 142.04 102.94 89.44 80.08 54.81 89.30 - - - - 378.52 |
146
| As at 31 March, 2022 As at 31 March,2021 |
As at 31 March, 2022 As at 31 March,2021 |
As at 31 March, 2022 As at 31 March,2021 |
|
|---|---|---|---|
| Face value per share / unit (in Rs) Numbers |
(Rs. / lakh) Face value per share / unit (in Rs) Numbers |
(Rs. /lakh) |
|
| Mirae Asset Large Cap Fund - Regular Plan - Growth UTI Arbitrage Fund - Direct Plan - Growth SBI-ETF NIFTY 50 iii. Capital venture fund (unquoted) Zodius Technology Fund IIFL Special Opportunities Fund Series 4 India Whizdom Fund iv. Investment in Compulsory convertible preference shares (Unquoted) SRL 142 Holdings Limited (These preference shares are fully paid up and will be compulsory converted into equity shares after eight years from the date of issue.) v. Investment in Equity shares (Unquoted) Lithium Urban Technologies Private Limited C. Investments carried at Fair value through proft and loss (Unquoted) LIC MF Bond Fund - Growth Plan Kotak Floating Rate Fund Direct Plan Growth Aditya Birla Sun Life Floating Rate Fund – Direct Plan – Growth IDFC Banking & PSU Debt Fund - Direct -Plan - Growth Aditya Birla Sun Life Banking & PSU Debt fund - Growth - Direct Plan ICICI Prudential Real Estate AIF-1 IDFC Bond Fund - Short Term -Direct Plan – Growth SBI Short term Debt Fund - Direct Plan - Growth Axis Short Term Fund - Direct Plan - Growth |
10 158,161.79 - - - 193,495.00 10 220,652.74 2,525,059.34 $1 1,800,000 - - - - 1,000 41,190.83 10 133,120.44 10 525,896.44 100 107799.51 100 93,988.00 20 978,037.66 10 1,758,701.23 10 2,010,919.44 |
122.44 10 115,442.88 - 10 439,638.95 345.56 - - 1,766.71 21.18 10 691,017.14 247.62 2,525,059.34 15.06 283.86 1,758.72 $1 1,800,000 1,758.72 - 10 9,029 - 4,513.56 - 10 729,047.18 505.55 1,000 22,780.27 377.46 - - 107.28 10 525,896.44 328.06 100 107799.51 93.99 100 142,204.00 479.21 20 978,037.66 475.62 10 1,758,701.23 536.57 10 2,010,919.44 2,903.74 |
75.62 125.10 - |
| 1,395.67 | |||
69.79 237.17 20.86 |
|||
| 327.82 | |||
| 1617.10 | |||
| 1,617.10 | |||
256.51 |
|||
| 256.51 | |||
| 4,124.56 | |||
413.63 263.58 - 102.76 312.32 142.20 458.33 457.77 510.81 |
|||
| 2,661.40 |
147
| As at 31 March, 2022 As at 31 March,2021 |
As at 31 March, 2022 As at 31 March,2021 |
As at 31 March, 2022 As at 31 March,2021 |
|
|---|---|---|---|
| Face value per share / unit (in Rs) Numbers |
(Rs. / lakh) Face value per share / unit (in Rs) Numbers |
(Rs. /lakh) |
|
| D. Investments carried at amortised cost (Unquoted) i. Tax free Bonds 7.40% IIFCL (HNI) 22-Jan-33 (Tax Free) 8.26% IIFCL 23-Aug-28 (Tax Free) ii. Corporate and psu bonds 11.80% SREI Equipment Finance Limited 10.25% SREI Equipment Finance Limited 9.90% IFCI Limited 9.48% West Bengal Financial Corporation 6.87% Bharat Bond ETF – April 2032 7.58% Bharat Bond ETF – April 2030 5.85% ABSL Crisil SDL Plus AAA PSU Apr 2025 60:40 Index Fund - Direct Plan 6.30% Edelweiss Nifty PSU Bond Plus SDL Index Fund 2026 – Direct Plan Measured at fair value through proft or loss Measured at amortised cost Measured at fair value through other comprehensive income Measured at cost a. Aggregate amount of quoted investments and market value thereof b. Aggregate amount of unquoted investments (including mutual funds) Notes: |
1,000 18,250 186.20 1,000 18,250 186.54 1,000,000 8 84.14 1,000,000 8 84.83 270.34 271.37 1,000,000 1.00 9.86 1,000,000 1.00 9.81 1,000 1,500.00 14.71 1,000 1,500.00 14.49 25,000 8.00 2.07 25,000 8.00 2.18 - - - 100,000 2.00 2.01 1,000 19,999.00 204.06 - - - 1,000 24,968.00 302.69 - - - 10 1,499,925.00 150.02 - - - 10 1,867,424.88 200.20 - - - 883.61 28.49 1,153.95 299.86 8,571.25 8,363.93 2,.903.74 2,661.40 1,153.95 299.86 4,513.56 4,124.56 - 1,278.11 8,571.25 8,363.93 704.27 527.46 7,866.98 7,836.47 Registered Offce % of shareholding |
186.54 84.83 |
|
| 271.37 | |||
9.81 14.49 2.18 2.01 - - - - |
|||
| 28.49 | |||
| 299.86 | |||
| 8,363.93 | |||
| 2,661.40 299.86 4,124.56 1,278.11 |
|||
| 8,363.93 | |||
As at 31 March, 2022 As at 31 March, 2021 |
|||
| i. Investment in Joint Venture Sun Mobility EV Infra Private Limited (formerly known as Alberieth EV Services Private Limited) Equity shares 0.001% Optionally covertible redeemable preference shares |
11, Community Centre, Saket, New Delhi -110017 - 50% - 100% |
148
| Non-current | Non-current | Current | Current | ||||
|---|---|---|---|---|---|---|---|
| As at 31 March, 2022 (Rs. / lakh) |
As at 31 March, 2021 (Rs. / lakh) |
As at 31 March,2022 (Rs. / lakh) |
As at 31 March, 2021 (Rs. / lakh) |
||||
| 7 Loans (Unsecured, considered good) (at amortised cost) Loan to employees 8 Income tax assets/ liabilities Income tax assets (net) Income tax paid (Net of provision for income tax) 9 Other fnancial assets Security deposits Security deposits - considered good Fixed deposits with banks Bank Deposits with more than 12 months maturity (refer note 15 for deposit kept as margin with bank for issuing bank guarantee) Others Deposit with government tax authorities under protest (refer note 37(a)) Interest accrued on fnancial assets carried at amortised cost: - fxed deposits with banks - other deposits - other investments Export benefts receivable Other receivable |
0.16 0.16 228.39 228.39 |
1.48 1.48 281.68 281.68 |
24.68 24.68 - - |
17.57 | |||
| 17.57 | |||||||
| - | |||||||
| - | |||||||
| Non-current | Current | ||||||
| As at 31 March, 2022 (Rs. / lakh) |
As at 31 March, 2021 (Rs. / lakh) |
As at 31 March, 2022 (Rs. / lakh) |
As at 31 March, 2021 (Rs. / lakh) |
||||
| Security deposits Security deposits - considered good Fixed deposits with banks Bank Deposits with more than 12 months maturity (refer note 15 for deposit kept as margin with bank for issuing bank guarantee) Others Deposit with government tax authorities under protest (refer note 37(a)) Interest accrued on fnancial assets carried at amortised cost: - fxed deposits with banks - other deposits - other investments Export benefts receivable Other receivable |
40.32 40.32 7.32 7.32 - 0.17 - - - - 0.17 47.81 |
54.17 54.17 46.50 46.50 - 0.67 - - - - 0.67 101.34 |
82.98 82.98 - - 29.25 5.31 1.58 9.16 7.10 11.47 63.87 146.85 |
- - 98.74 98.74 25.70 5.62 1.26 7.82 13.14 0.31 53.85 152.59 |
149
10 Other assets
| Other assets | ||||
|---|---|---|---|---|
| Non-current | Current | |||
| As at 31 March, 2022 (Rs. / lakh) |
As at 31 March, 2021 (Rs. / lakh) |
As at 31 March, 2022 (Rs. / lakh) |
As at 31 March, 2021 (Rs. / lakh) |
|
| Capital advances Advance to suppliers Balances with statutory / government authorities Prepaid expenses (refer note 40) Advances to employees Other advances |
19.29 - - 5.50 - - 24.79 |
223.76 - - 5.94 - - 229.70 |
- 148.70 381.44 85.43 14.15 4.42 634.14 |
- 34.57 485.47 83.56 15.23 3.59 |
| 622.42 |
11 Inventories
| 24.79 229.70 Inventories |
634.14 | 622.42 |
|---|---|---|
| As at 31 March,2022 (Rs. / lakh) |
As at 31 March, 2021 (Rs. / lakh) |
|
| Raw materials [including stock in transit Rs 254.29 lakh (previous year Rs.66.58 lakh)] Packing materials Stores and spare parts Work-in-progress Finished goods Traded goods |
1,362.48 23.26 125.12 287.03 2,101.62 22.38 3,921.89 |
1,206.94 17.38 112.83 251.15 1,988.16 22.99 |
| 3,599.45 |
12 Investments
Current
| Investments Current |
3,921.89 3,599.45 |
3,921.89 3,599.45 |
3,921.89 3,599.45 |
|---|---|---|---|
| As at 31 March, 2022 As at 31 March,2021 |
|||
| Face value per share / unit (in Rs) Numbers |
(Rs. / lakh) Face value per share / unit (in Rs) Numbers |
(Rs. / lakh) |
|
| A. Investments carried at Fair value through other comprehensive income i. Equity mutual funds (Unquoted) Kotak Equity Arbitrage Fund - Direct Plan -Growth Tata Arbitrage Fund - Direct Plan – Growth UTI Arbitrage Fund - Direct - Plan Growth SBI Arbitrage Opportunities Fund - Direct Plan - Growth ii. Equity shares (Unquoted) Equity shares of SUN-AMP Solar India Private Limited |
10 3,529,900.22 10 4,702,074.63 10 1,220,383.56 10 526,031.07 10 3,738,300 |
1,117.88 - - 563.57 - - 362.72 - - 150.07 - - 2,194.24 474.46 474.46 |
- - - - |
| - | |||
| - | |||
| - |
150
| 13 | As at 31 March, 2022 As at 31 March,2021 |
As at 31 March, 2022 As at 31 March,2021 |
As at 31 March, 2022 As at 31 March,2021 |
As at 31 March, 2022 As at 31 March,2021 |
As at 31 March, 2022 As at 31 March,2021 |
|
|---|---|---|---|---|---|---|
| Face value per share / unit (in Rs) Numbers |
(Rs. / lakh) Face value per share / unit (in Rs) Numbers |
(Rs. / lakh) |
||||
| B. Investments carried at Fair value through proft and loss i. Investments in Mutual Funds (Unquoted) Reliance Mutual Fund ETF Liquid Bees UTI Liquid Cash Plan - Direct Plan - Growth UTI-Fixed Term Income Fund - Series XXVIII-II (1210 Days) - Direct - Growth Plan UTI Fixed Term Income Fund - Series XXVIII-XIII ( 1134 Days) - Direct Plan - Growth Measured at fair value through proft or loss Measured at fair value through other comprehensive income Measured at cost Aggregate amount of unquoted investments Trade receivables |
1,000 3.17 - - - - - - |
0.03 1,000 3.17 - 1,000 3,711.11 - 10 2,000,000.00 - 10 3,000,000.00 0.03 0.03 2,668.70 - 2,668.73 |
0.03 125.08 235.30 371.71 |
|||
| 732.12 | ||||||
| 732.12 - - |
||||||
| 732.12 | ||||||
| As at 31 March,2022 (Rs. / lakh) |
As at 31 March, 2021 (Rs. / lakh) |
|||||
| Trade Receivables considered good - Secured Trade Receivables considered good - Unsecured Trade Receivables - credit impaired Allowances for credit losses (doubtful debts) |
51.78 2,207.79 115.85 2,375.42 115.85 2,259.57 |
83.58 2,862.39 104.21 |
||||
| 3,050.18 104.21 |
||||||
| 2,945.97 |
Notes:
-
a. The credit period generally allowed on sales of goods and services varies from 21 to 60 days
-
b. The allowances for credit losses (doubtful debts) at the reporting period are analysed by the Group on case to case basis.
-
c. Movement in the credit loss allowances:
| As at 31 March,2022 (Rs. / lakh) |
As at 31 March, 2021 (Rs. / lakh) |
|
|---|---|---|
| Balance at the beginning of the year Movement in expected credit loss allowance on trade receivables Balance at the end of the period/year |
104.21 11.64 115.85 |
81.89 22.32 |
| 104.21 |
d. The concentration of credit risk is limited due to the fact that the customer base is large and unrelated.
151
e. Trade Receivables Ageing Schedule :
(Rs. / lakh)
| Trade Receivables Ageing Schedule | Trade Receivables Ageing Schedule | : |
: |
: |
: |
: |
(Rs. / lakh) |
|---|---|---|---|---|---|---|---|
| Particulars | Outstanding for following periods from due date of payment |
Total | |||||
| Less than 6 months |
6 months -1 year |
1-2 Years |
2-3 years |
More than 3 years |
|||
| (i) | Undisputed Trade receivables – considered good |
2001.17 | 97.97 | 134.09 | 26.34 | - | 2259.57 |
| (ii) | Undisputed Trade Receivables – which have signifcant increase in credit risk |
- | - | - | - | - | - |
| (iii) | Undisputed Trade Receivables – credit impaired |
- | - | - | 3.95 | 13.71 | 17.66 |
| (iv) | Disputed Trade Receivables– considered good |
- | - | - | - | - | - |
| (V) | Disputed Trade Receivables – which have signifcant increase in credit risk |
- | - | - | - | - | - |
| (vi) | Disputed Trade Receivables – credit impaired |
- | - | - | 21.97 | 76.22 | 98.19 |
| Total | 2001.17 | 97.97 | 134.09 | 52.26 | 89.93 | 2375.42 |
14 Cash and cash equivalents
| Cash and cash equivalents | ||
|---|---|---|
| As at 31 March,2022 (Rs. / lakh) |
As at 31 March, 2021 (Rs. / lakh) |
|
| Balances with banks: - On current accounts - On cash credit accounts Cash on hand |
0.60 67.50 68.1 2.63 70.73 |
12.47 162.22 |
| 174.69 3.89 |
||
| 178.58 |
Note:
Cash credit under Multiple Banking Arrangements are from banks secured by first pari passu charge in favour of Kotak Mahindra Bank and State Bank of India on entire current assets including stocks lying at the Parent Company’s factory at Nalagarh and other stock points, on book debts and on entire fixed assets of the Parent Company - present and future.
The Group has not utilised Cash Credit as on 31st March 2022 (Previous Year - NIL).
Quarterly returns or statements of current assets filed by the Parent company with banks or financial institutions are in agreement with the books of accounts;
All the charges registered with Registrar of Companies was filed within stipulated time
152
15 Bank balances other than above
| Bank balances other than above | Bank balances other than above | ||
|---|---|---|---|
| As at 31 March,2022 (Rs. / lakh) |
As at 31 March, 2021 (Rs. / lakh) |
||
| Other bank balances: - Deposits with remaining maturity for less than 12 months (Deposits kept as margin with bank for issuing bank gurantees amounts to Rs 44.11 lacs) (refer note 9 for non- current portion) - Unpaid dividend accounts Equity share capital |
122.07 50.40 172.47 |
130.16 55.29 |
|
| 185.45 | |||
| As at 31 March, 2022 As at 31 March, 2021 |
|||
| No. of shares (Rs. / lakh) No. of shares (Rs. / lakh) |
|||
| Authorised shares Equity shares of Rs. 2 each Issued, subscribed and fully paid-up shares Equity shares of Rs. 2 each fully paid up Notes: |
35,000,000 700.00 35,000,000 700.00 26,250,000 525.00 26,250,000 525.00 |
16 Equity share capital
a. Reconciliation of the number of shares outstanding at the beginning and at the end of the reporting year
| As at 31 March, 2022 As at 31 March, 2021 |
|
|---|---|
| No. of shares (Rs. / lakh) No. of shares (Rs. / lakh) |
|
| Equity shares At the beginning of the year Movement during the year Outstanding at the end of the year |
26,250,000 525.00 26,250,000 525.00 - - - - |
| 26,250,000 525.00 26,250,000 525.00 |
b. Terms/rights attached to equity shares
The Company has only one class of equity shares having par value of Rs. 2 per share. Each holder of equity shares is entitled to one vote per share. The Company declares and pays dividends in Indian rupees.
c. Detail of shareholders holding more than 5% shares
| As at 31 March, 2022 As at 31 March, 2021 |
|
|---|---|
| No. of shares(% holding) No. of shares(% holding) | |
| Equity shares of Rs. 2 each fully paid i. Mrs. Jeet Khemka ii. Khemka Aviation Private Limited |
8,760,005 33.37% 8,760,005 33.37% 6,272,325 23.89% 6,272,325 23.89% |
153
d. Disclosure of Shareholding of Promoters as on 31.3.2022 as is follow:
| 17 | Promoter Name | As at 31 March, 2022 As at 31 March, 2022 % change during the year No. of shares % Holding No. of shares % Holding |
|---|---|---|
| i. Unipatch Rubber Limited ii. Khemka Aviation Pvt Ltd iii. Mrs Jeet Khemka iv. Mr. Nand Lal Khemka v. Mrs. Urvashi Rajya Laxmi Rana Khemka vi. Mr. Uday Harsh Khemka vii. Sun Securities Limited viii. Sun London Limited Total Other equity |
1,187,415 4.52% 1,187,415 4.52% 0.00% 6,272,325 23.89% 6,272,325 23.89% 0.00% 8,760,005 33.37% 8,760,005 33.37% 0.00% 18,505 0.07% 18,505 0.07% 0.00% 1,250,750 4.76% 1,250,750 4.76% 0.00% 1,250,750 4.76% 1,250,750 4.76% 0.00% 137,000 0.52% 137,000 0.52% 0.00% 376,000 1.43% 376,000 1.43% 0.00% |
|
| 19,252,750 73.34% 19,252,750 73.34% 0.00% |
||
| 17 Other equity | ||
|---|---|---|
| As at 31 March,2022 (Rs. / lakh) |
As at 31 March, 2021 (Rs. / lakh) |
|
| i. Capital reserve a. Proft on re-issue of forfeited shares ii. Securities premium iii. General reserve iv. Retained earnings Balance at the beginning of year Proft for the year Final dividend (amount per share Rs. 1.50 , previous year Rs. Nil) Interim dividend (amount per share Re 0.90, previous year Re. 0.90) Tax on dividends Balance at the end of year v. Other comprehensive income Balance at the beginning of year Gain/(loss) on change in fair valuation of equity instruments Gain/(loss) on sale of equity and equity related instruments Re-measument gain on defned beneft obligations (net) Income tax relating to items that will not be reclassifed to proft or loss Deferred tax Balance at the end of year Total other equity |
0.29 0.29 450.00 1,148.80 16,545.64 207.22 (393.75) (236.25) - 16,122.86 1,101.12 706.78 769.42 31.33 (118.80) (82.28) 2,407.57 20,129.52 |
0.29 |
| 0.29 | ||
| 450.00 1,148.80 16,529.14 253.62 - (236.25) (0.87) |
||
| 16,545.64 | ||
| 72.13 893.61 207.07 (13.08) 0.20 (58.81) |
||
| 1,101.12 | ||
| 19,245.85 |
154
Notes
(i) Capital reserve
Capital reserve represents the amount on account of forfeiture of equity shares of the Company.
(ii) Securities premium
Securities Premium represents amount received on issue of shares in excess of the par value.
(iii) General reserve
Under the erstwhile Companies Act 1956, general reserve was created through an annual transfer of net income at a specified percentage in accordance with applicable regulations. Consequent to introduction of Companies Act 2013, the requirement to mandatorily transfer a specified percentage of the net profit to general reserve has been withdrawn. Central cash subsidy amounting to Rs. 30 lakh received for the installation of plant at Nalagarh in 2006 is included in general reserve.
However, the amount previously transferred to the general reserve can be utilised only in accordance with the specific requirements of Companies Act, 2013.
(iv) Retained earnings
Retained earnings represent the amount of accumulated earnings of the Group.
(v) Other comprehensive income
It comprises amounts that will not be re-classifed to profit & loss and are eligible to be re-classified in retained earning.
(vi) Payment of Dividend
The Board of Directors of Parent Company at its meeting held on 23rd April 2022, recommended a final dividend of Rs 1.50 per share of the face value of Rs 2/- each, for the financial year ended 31st March 2022. This together with interim dividend of Rs. 0.90 per share declared on 12th November 2021, the total dividend for the financial year ended 31st March 2022 amounts to Rs. 2.40 per share of face value of Rs. 2/- each. Final dividend is subject to the approval of shareholders.
18 Deferred tax liabilities (Net)
| Deferred tax liabilities (Net) | ||||||
|---|---|---|---|---|---|---|
| As at 31 March,2022 (Rs. / lakh) |
As at 31 March, 2021 (Rs. / lakh) |
|||||
| a. Deferred tax liabilities b. Deferred tax assets |
418.96 (69.94) 349.02 |
361.29 (78.20) |
||||
| 283.09 | ||||||
| Opening Balance (Rs. / lakh) |
Recognised in Proft and loss (Rs. / lakh) |
Recognised in other comprehensive Income (Rs. / lakh) |
Closing balance (Rs. / lakh) |
|||
| As at 31 March, 2022 Deferred tax (assets) / liabilities in relation to : Property, plant and equipment & other intangible assets Fair value change in investments Provisions for doubtful debts Provision for employee benefts Tax impact of expenses chargeable in the fnancial statements but allowable under the Income Tax Act, 1961 in future years Net Deferred (assets) / liabilities |
218.88 142.41 (26.23) (34.40) (17.57) 283.09 |
(14.40) (2.33) (2.92) 3.91 (0.61) (16.35) |
- 74.40 - 7.88 - 82.28 |
204.48 214.48 (29.15) (22.61) (18.18) |
||
| 349.02 |
155
| 19 | Opening Balance (Rs. / lakh) |
Recognised in Proft and loss (Rs. / lakh) |
Recognised in Proft and loss (Rs. / lakh) |
Recognised in other comprehensive Income (Rs. / lakh) |
Recognised in other comprehensive Income (Rs. / lakh) |
Closing balance (Rs. / lakh) |
|
|---|---|---|---|---|---|---|---|
| Deferred tax (assets) / liabilities in relation to : Property, plant and equipment & other intangible assets Fair value change in investments Provisions for doubtful debts Provision for employee benefts Tax impact of expenses chargeable in the fnancial statements but allowable under the Income Tax Act, 1961 in future years Net Deferred (assets) / liabilities Trade payables |
235.51 75.52 (20.61) (24.18) (17.51) 248.73 |
(16.63) 8.08 (5.62) (10.22) (0.06) (24.45) |
- 58.81 - - - 58.81 |
218.88 142.41 (26.23) (34.40) (17.57) |
|||
| 283.09 | |||||||
| 31 | As at March,2022 (Rs. / lakh) |
As at 31 March, 2021 (Rs. / lakh) |
|||||
| Total outstanding dues of micro enterprises and small enterprises (refer note 38) Total outstanding dues of creditors other than micro enterprises and small enterprises |
38.76 1,793.93 1,832.69 |
44.54 1,477.77 |
|||||
| 1,522.31 |
Ageing for trade payables outstanding as at 31st March, 2022 is as follows:
| 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 |
|---|---|---|---|---|---|
| Less than 1 year |
1-2 years | 2-3 years |
More than 3years |
Total | |
| (i)MSME* | 38.76 | - | - | 38.76 | |
| (ii)Others | 1,793.93 | - | - | 1,793.93 | |
| (iii)Disputed dues – MSME | - | - | - | - | |
| (iv)Disputed dues - Others | - | - | - | - |
*** MSME as per the Micro, Small and Medium Enterprises Development Act, 2006.**
20 Other financial liabilities
| Other fnancial liabilities | ||
|---|---|---|
| As at 31 March,2022 (Rs. / lakh) |
As at 31 March, 2021 (Rs. / lakh) |
|
| Current Unpaid dividend (refer note below) Payable towards capital goods Retention money and security deposits Interest on sales tax Interest payable on security deposits |
50.40 19.06 186.48 5.20 7.82 268.96 |
55.29 23.82 235.60 5.20 14.48 |
| 334.39 |
Note:
Unpaid dividend is credited to Investor Education and Protection Fund as and when due.
156
21 Provisions
| Non-current | Non-current | Current | Current | |
|---|---|---|---|---|
| As at 31 March, 2022 (Rs. / lakh) |
As at 31 March, 2021 (Rs. / lakh) |
As at 31 March, 2022 (Rs. / lakh) |
As at 31 March, 2021 (Rs. / lakh) |
|
| Provision for employee benefts Provision for gratuity Provision for leave encashment |
- 91.32 91.32 |
- 87.92 87.92 |
- 8.30 8.30 |
24.70 24.08 |
| 48.78 |
22 Other liabilities
| Other liabilities | ||||
|---|---|---|---|---|
| Non-current | Current | |||
| As at 31 March, 2022 (Rs. / lakh) |
As at 31 March, 2021 (Rs. / lakh) |
As at 31 March, 2022 (Rs. / lakh) |
As at 31 March, 2021 (Rs. / lakh) |
|
| Advances from customers Others statutory dues payables (refer note below) Other payables |
- - - - |
- - - - |
28.12 90.47 57.86 176.45 |
23.98 155.67 45.94 |
| 225.59 |
Note:
Others statutory dues majorly comprises of GST and TDS.
23 Revenue from operations
| Revenue from operations | ||
|---|---|---|
| Year ended 31 March,2022 (Rs. / lakh) |
Year ended 31 March, 2021 (Rs. / lakh) |
|
| Sale of products: Manufactured goods Traded goods Sale of services Other operating revenue: Scrap sales Export benefts Revenue from operations |
16,611.64 30.88 16,642.52 5.63 40.78 3.59 16,692.52 |
16,889.79 43.97 |
| 16,933.76 14.53 30.35 5.79 |
||
| 16,984.43 |
157
24 Other income
| Other income | ||
|---|---|---|
| Year ended 31 March,2022 (Rs. / lakh) |
Year ended 31 March, 2021 (Rs. / lakh) |
|
| Interest income earned on fnancial asset recognised at amortised cost : - Bank deposits - Investment in debt instruments - Other fnancial assets Dividend income : - Dividend from investments valued at OCI Gain/(loss) on disposal of debt instruments at FVTPL Gain on disposal of property, plant and equipment Gain arising on fnancial assets designated through amortised cost Gain/(loss) arising on fnancial assets designated through FVTPL Gain on foreign exchange fuctuations (net) Provision /Liabilities no longer required written back Other non-operating income Income from MRO (Investment Property) |
8.26 39.82 21.13 169.83 24.25 1.00 8.76 104.17 2.21 5.21 4.75 258.65 648.04 |
11.31 23.20 21.97 186.18 28.69 - - 121.22 - 4.89 6.49 - |
| 403.95 |
Note: 1. FVTPL means Fair Value through Profit/Loss
- OCI means Other Comprehensive Income
25 Cost of materials consumed
| Cost of materials consumed | ||
|---|---|---|
| Year ended 31 March,2022 (Rs. / lakh) |
Year ended 31 March, 2021 (Rs. / lakh) |
|
| Inventory at the beginning of the year Add : Purchases Less : Inventory at the end of the year Cost of materials consumed |
1,206.94 12,306.27 1,362.48 12,150.73 |
637.65 10,622.65 1,206.94 |
| 10,053.36 |
26 Changes in inventories of finished goods, stock-in-trade and work in progress
| Changes in inventories of fnished goods, stock-in-trade and | work in progress | |
|---|---|---|
| Year ended 31 March,2022 (Rs. / lakh) |
Year ended 31 March, 2021 (Rs. / lakh) |
|
| Inventories at the end of the year Traded goods Work-in-progress Finished goods Inventories at the beginning of the year Traded goods Work-in-progress Finished Goods (Increase)/decrease in inventories Insurance claim due to goods destroyed by fre or during transit |
22.38 287.03 2,101.62 2,411.03 22.99 251.15 1,988.16 2,262.30 (148.73) 3.71 (152.44) |
22.99 251.15 1,988.16 |
| 2,262.30 | ||
| 21.02 273.15 2,645.24 |
||
| 2,939.41 | ||
| 677.11 3.61 |
||
| 673.50 |
158
27 Employee benefits expense
| Employee benefts expense | ||
|---|---|---|
| Year ended 31 March,2022 (Rs. / lakh) |
Year ended 31 March, 2021 (Rs. / lakh) |
|
| Salaries, wages and bonus Contribution to provident and other funds Gratuity expense (refer note 40) Staff welfare expenses |
1,880.80 118.75 36.85 29.45 2,065.85 |
1,923.02 107.97 35.91 28.35 |
| 2,095.25 |
28 Depreciation and amortisation expense
| 28 | Depreciation and amortisation expense | ||
|---|---|---|---|
| 29 30 |
Year ended 31 March,2022 (Rs. / lakh) |
Year ended 31 March, 2021 (Rs. / lakh) |
|
| Depreciation of property, plant and equipment Depreciation of Investment Property Amortisation of intangible assets Finance costs |
307.41 101.84 9.02 418.27 |
- - 11.12 |
|
| 328.55 | |||
| Year ended 31 March,2022 (Rs. / lakh) |
Year ended 31 March, 2021 (Rs. / lakh) |
||
| Interest expense Other borrowing costs Other expenses |
12.84 3.99 16.83 |
20.23 6.35 |
|
| 26.58 | |||
| Year ended 31 March,2022 (Rs. / lakh) |
Year ended 31 March, 2021 (Rs. / lakh) |
||
| Consumption of stores and spare parts Packing expenses Power and fuel Repairs and maintenance: -Plant & machinery -Buildings -Others Rent (refer note 35) Rates and taxes Insurance Travelling and conveyance Communication costs Printing and stationery Legal and professional fees Payments to statutory auditors (refer details below) Freight and forwarding charges Provision for doubtful debts (net of recoverable) |
52.86 289.53 375.93 47.98 29.64 28.82 209.39 3.58 84.75 133.58 33.52 8.55 333.73 27.19 452.77 11.64 |
50.60 234.89 390.52 62.26 21.32 44.46 193.39 13.57 63.12 102.68 33.99 9.02 262.17 30.84 525.44 22.32 |
159
30 Other expenses Contd...
| Other expensesContd... | ||
|---|---|---|
| Year ended 31 March,2022 (Rs. / lakh) |
Year ended 31 March, 2021 (Rs. / lakh) |
|
| Vehicle running and maintenance Loss on disposal/discard of property, plant and equipment Loss on foreign exchange fuctuation Security and other service charges Service charges to C and F agents Advertisement and sales promotion Bad debt written off Commission on sales Bank charges Donation CSR expenditure (refer note 43) Miscellaneous expenses Payments to statutory auditor As auditor: Audit fees Tax audit fees Certifcation GST Audit fees Reimbursement of expenses |
9.72 - - 86.06 57.24 121.30 - 24.86 12.06 15.00 33.75 66.83 2,550.28 20.75 3.00 - 3.00 0.44 27.19 |
11.43 10.37 0.55 75.85 72.52 130.14 1.36 34.77 15.96 1.00 35.62 54.87 |
| 2,505.03 | ||
| 21.05 2.72 0.50 6.00 0.57 |
||
| 30.84 |
31 Earnings per equity share
Basic earnings per share is computed by dividing profit or loss attributable to equity shareholders of the Parent Company by the weighted average number of equity shares outstanding during the period. The Parent Company did not have any potentially dilutive securities in any of the years presented.
| Year ended | Year ended | |
|---|---|---|
| 31 March,2022 | 31 March, 2021 | |
| (Rs. / lakh) | (Rs. / lakh) | |
| Net proft as per statement of proft and loss (continuing | 194.85 | 223.06 |
| operations) | ||
| Net proft as per statement of proft and loss (discontinued | 12.37 | 30.56 |
| operations) | ||
| No. of equity shares at the beginning and closing of the year | 26,250,000 | 26,250,000 |
| Weighted average number of equity shares for calculating basic | 26,250,000 | 26,250,000 |
| and diluted EPS | ||
| Basic and Diluted earnings per share (Rs.) - Continuing | 0.74 | 0.85 |
| operations | ||
| [Nominal value of shares Rs.2 ] | ||
| Basic and Diluted earnings per share (Rs.) - Discontinued | 0.05 | 0.12 |
| operations | ||
| [Nominal value of shares Rs.2 ] | ||
| Basic and Diluted earnings per share (Rs.) - Continuing | 0.79 | 0.97 |
| operations & Discontinued operations | ||
| [Nominal value of shares Rs.2 ] |
160
32 Segment Information
The Operating Segments have been reported in a manner consistent with the internal reporting provided to the GM (Accounts) & Chief Financial Officer and Chief Executive Officer, who are the Chief Operating Decision Maker.The Group is currently focused on two business “Precured Tread Rubber and allied products/services & Power Generation.
Precured Tread Rubber and allied products/services” segment is engaged in the manufacturing of the Precured Tread Rubber, Bonding Repair and Extrusion Gum and Rubber Cement, which are used for retreading of tyres and providing tyre retreading service.
Power Generation” segment is into the business of enhancing knowledge and skills of solar technologies in India, specially the expertise in solar park development and to carry on the business of generating power supply through clean energy sub-sectors e.g., solar energy, biomass, wind, and energy efficiency projects and/ or any other means, distribute, supply and sell such power either directly or through facilities or Central/State Governments or private companies or Electricity Boards to industries and to Central/State Governments.
Operating segments
| Operating segments | ||||||
|---|---|---|---|---|---|---|
| (Rs. / lakh) | ||||||
| Particulars | Year ended 31 March 2022 | Year ended 31 March 2021 | ||||
| Precured Tread Rubber and allied products/ services |
Power Generation |
Total | Precured Tread Rubber and allied products/ services |
Power Generation |
Total | |
| Revenue External sales Inter Segment Sales Total revenue Results Segment results Unallocated Income (net) Operating proft Interest Income Dividend Income Interest expenses Income Tax other segment Exceptional items Proft form Discontinued operations |
16,692.52 - 16,692.52 (226.68) |
- - - (20.02) |
16,692.52 - 16,692.52 (246.70) 293.99 47.29 69.21 169.83 12.84 49.57 (47.41) - 28.69 |
16,984.43 - 16,984.43 1,304.40 |
- - - (3.10) |
16,984.43 - 16,984.43 1,301.30 149.91 1,451.21 56.48 186.18 20.23 87.45 (51.49) (1,324.02) 70.84 |
| Net Proft after tax | 205.20 | 281.52 | ||||
| As at 31 March 2022 | As at 31 March 2021 | |||||
| Segment assets Unallocated assets Discontinued Operations - Assets |
9,979.46 | - | 9,979.46 13,401.80 - |
12,755.90 | 4.26 | 12,760.16 9,135.17 1,762.30 |
| Total assets | 9,979.46 | - | 23,381.26 | 12,755.90 | 4.26 | 23,657.63 |
| Segment liabilities Unallocated liabilities Discontinued Operations - Liabilities |
2,726.74 | - | 2,726.74 - - |
2,500.30 | 1.78 | 2,502.08 - 1,019.51 |
| Total liabilities | 2,726.74 | - | 2,726.74 | 2,500.30 | 1.78 | 3,521.59 |
| Other segment information for theyear | ||||||
| Capital expenditure Depreciation Other non-cash expenses |
386.85 418.27 - |
- - - |
386.85 418.27 - |
1,240.32 328.55 - |
5.37 - - |
1,245.69 328.55 - |
161
33 Income Taxes Expenses
Amount recognised in profit and loss
| Income Taxes Expenses Amount recognised in proft and loss |
||
|---|---|---|
| Year ended 31 March,2022 (Rs. / lakh) |
Year ended 31 March, 2021 (Rs. / lakh) |
|
| A) Income taxes Current tax For current year Income tax adjustment for earlier year Deferred tax In respect of the current year (refer note 18) Income tax adjustment for earlier year Income tax expense recognised in the statement of proft and loss (i) Other comprehensive income section Income tax relating to items that will not be reclassifed to proft or loss a. Current tax b. Deferred tax Tax adjustment for earlier years (calculated for effective tax rates) (ii) Net Effective Tax recognised in statement of proft and loss in respect of current year (i - ii) B) Reconciliation of Effective Tax Rate: Proft before tax Applicable tax rate for Parent company Calculated income tax expense Tax effect of: a. Income not taxable as per applicable tax laws b. Non-deductible expenses c. Income Taxable at different rate/change in tax rate/ consolidation adjustment d. others Income tax expense as per statement of proft and loss Effective tax rate |
65.92 - 65.92 (7.29) (9.06) (16.35) 118.80 83.46 202.26 251.83 - 49.57 254.77 25.17% 64.12 (40.97) 13.05 1.44 11.93 49.57 19.46% |
113.96 (2.06) |
| 111.90 | ||
| (24.45) - |
||
| (24.45) | ||
| (0.20) 58.81 |
||
| 58.61 | ||
| 146.06 | ||
| (2.06) | ||
| 89.51 | ||
| 368.97 25.17% 92.86 (4.80) 9.24 (20.75) 12.96 |
||
| 89.51 | ||
| 23.70% |
Income tax expense comprises current tax expense and the net change in the deferred tax asset or liability during the year. Current and deferred taxes are recognised in statement of profit and loss, except when they relate to items that are recognised in other comprehensive income or directly in equity, in which case, the current and deferred tax are also recognised in other comprehensive income or directly in equity, respectively.
162
34 Related party disclosures
34.1 Name and relationships of related-parties:
a. Joint Venture Company
- i. Sun Mobility EV Infra Private Limited (Formerly known as Alberieth EV Services Private Limited) (till 11th Oct’2021)
b. Key management personnel
-
i. Mr. Nand Lal Khemka (Chairman cum Managing Director)
-
ii. Mr. Shiv Vikram Khemka (Non Executive Director)
-
iii. Mr. Uday Harsh Khemka (Non Executive Director)
-
iv. Mr. K.K. Kapur (CEO and Whole Time Director) upto May 31, 2021
-
v. Mr. Vijay Shrinivas (CEO and Whole Time Director) w.e.f June 01, 2021
-
vi Mr. J.K Jain (CFO) upto September 24, 2020
-
vii. Mr Anil Bhardwaj [GM (Accounts) & CFO] w.e.f February 17, 2021
-
viii. Mrs. Manali D. Bijlani (Company Secretary)
-
ix. Ms. Bindu Saxena (Independent Director)
-
x. Mr. R Parameswar (Independent Director) upto March 31, 2021
-
xi. Mr. P.R. Khanna (Independent Director)
-
xii. Mr. Harjiv Singh (Independent Director)
-
xiii. Mr Raj Kumar (Independent Director) w.e.f June 01, 2021
c. Relatives of key management personnel
-
i. Mrs. Jeet Khemka, wife of Mr. Nand Lal Khemka
-
ii. Mrs. Urvashi Khemka, wife of Mr. Shiv Vikram Khemka
-
iii. Mrs. Nitya Mohan Khemka, wife of Mr. Uday Harsh Khemka
-
d. Enterprises owned or significantly influenced by key management personnel or their relatives (either individually or with others)
-
i. Unipatch Rubber Limited
-
ii. Khemka Aviation Private Limited
-
iii. Nand and Jeet Khemka Foundation
-
iv. Sun Securities Limited
-
v. Sun London Limited
-
vi. Youth Reach
-
vii. SRL 142 Holdings Limited
-
viii. The Nabha Foundation
-
ix. Hooghly Holdings Private Limited
-
x. M P Flour Mills Private Limited
-
xi. Elcom Systems Private Limited
e. Affiliate Entities
- i. SUN Alternate Energy Private Limited
163
Related party transactions:
-
34.2 The following transactions were carried out with related parties in the ordinary course of business and on arm’s length basis:
-
1 Enterprises owned or significantly influenced by key management personnel or their relatives (either individually or with others)
(either individually or with others) |
||||||
|---|---|---|---|---|---|---|
| Particulars | Year ended | Year ended | Year ended | |||
| 31 March 2022 |
31 March 2021 |
31 March 2022 |
31 March 2021 |
31 March 2022 |
31 March 2021 |
|
| Name of parties: | Sale of goods & services |
Purchase of goods | Rent paid | |||
| - Unipatch Rubber Limited | 72.64 | 129.72 | 1.15 | 3.81 | - | - |
| - Khemka Aviation Private Limited | - | - | - | - | 90.00 | 83.25 |
| - HooghlyHoldings Private Limited | - | - | - | - | 46.80 | 43.29 |
| Name of parties: | Reimbursement of expenses received |
Dividend paid | CSR expenditure | |||
| - Unipatch Rubber Limited | - | - | 28.50 | 10.69 | - | - |
| - Khemka Aviation Private Limited | 0.60 | 0.62 | 150.54 | 56.45 | - | - |
| - Nand and Jeet Khemka Foundation | 0.86 | 0.49 | - | - | - | - |
| - The Nabha Foundation | - | - | - | - | 25.00 | 22.00 |
| - Youth Reach | 0.48 | 0.27 | - | - | 5.00 | 8.00 |
| - Sun Securities Limited | - | - | 3.29 | 1.23 | - | - |
| - Sun London Limited | - | - | 9.02 | 3.39 | - | - |
| Name of parties: | Reimbursement of expenses paid |
Lease charges | Dividend Income | |||
| - Khemka Aviation Private limited | 1.37 | 1.32 | - | - | - | - |
| - HooghlyHoldings Private Limited | 4.80 | 5.48 | - | - | - | - |
| - Unipatch Rubber Limited | 0.05 | - | - | - | - | - |
| - M P Flour Mills Private Limited | 0.07 | 0.11 | - | - | - | - |
| - Elcom Systems Private Limited | - | - | 258.65 | - | - | - |
| - SRL 142 Holdings Limited | - | - | - | - | 160.73 | 159.99 |
Dividend Paid is before tax deduction
- 2 Key management personnel
| Key management personnel | ||||||
|---|---|---|---|---|---|---|
| Particulars | Year ended | Year ended | Year ended | |||
| 31 March 2022 |
31 March 2021 |
31 March 2022 |
31 March 2021 |
31 March 2022 |
31 March 2021 |
|
| Name ofparties: | Remuneration | Sitting fees | Dividendpaid | |||
| - Mr. Nand Lal Khemka | 0.44 | 0.17 | ||||
| - Short term employee benefts | 82.42 | 78.75 | - | - | - | - |
| - Mr. Uday Harsh Khemka (Joint holder with Mrs. Nitya Mohan Khemka)" |
- | - | - | - | 30.02 | 11.26 |
| - Mr. VijayShrinivas : | ||||||
| - Short term employee benefts | 104.05 | - | - | - | - | - |
| - Post employee benefts | 6.64 | - | - | - | - | - |
164
| Particulars | Year ended | Year ended | Year ended | Year ended | Year ended | Year ended |
|---|---|---|---|---|---|---|
| 31 March 2022 |
31 March 2021 |
31 March 2022 |
31 March 2021 |
31 March 2022 |
31 March 2021 |
|
| Name of parties: | Remuneration | Sitting fees | Dividend paid | |||
| -Mr. K.K. Kapur |
||||||
| -Short term employee benefts |
14.00 | 78.65 | - | - | - | - |
| -Post employee benefts | 0.04 | 0.32 | - | - | - | - |
| -Mr. J.K Jain |
||||||
| -Short term employee benefts |
- | 21.60 | - | - | - | - |
| -Post employee benefts | - | 0.10 | - | - | - | - |
| -Mr. Anil Bhardwaj |
||||||
| -Short term employee benefts |
33.70 | 4.09 | - | - | - | - |
| -Post employee benefts | 1.67 | 0.20 | - | - | - | - |
| -Mrs. Manali D Bijlani |
||||||
| -Short term employee benefts |
25.01 | 23.47 | - | - | - | - |
| -Post employee benefts | 1.59 | 1.29 | - | - | - | - |
| -Ms. Bindu Saxena | 3.00 | 3.10 | 5.90 | 7.10 | - | - |
| -Mr. P.R. Khanna | 5.50 | 6.15 | 8.40 | 10.10 | - | - |
| -Mr. R. Parameswar | - | 6.15 | - | 10.90 | - | - |
| -Mr. Harjiv Singh | 5.50 | 2.15 | 9.20 | 6.50 | - | - |
| -Mr. Raj Kumar | 3.00 | - | 6.50 | - | - | - |
The above figures do not include provisions for encashable leave, gratuity and premium paid for group health insurance, as separate actuarial valuation / premium paid are not available.
Dividend Paid is before tax deduction
3
Relatives of Key management personnel
| Particulars | Year ended | Year ended |
|---|---|---|
| 31 March 2022 | 31 March 2021 | |
| Name ofparties: | Dividendpaid | |
| - Mrs. Jeet Khemka | 210.24 | 78.89 |
| - Mrs. Urvashi Khemka(Joint holder with Mr. Shiv Vikram Khemka) | 30.02 | 11.26 |
Dividend Paid is before tax deduction
4 Joint Venture Company
5
| Joint Venture Company | ||||
|---|---|---|---|---|
| Particulars | Year ended | Year ended | ||
| 31 March 2022 |
31 March 2021 |
31 March 2022 |
31 March 2021 |
|
| Name of parties: | Sale of Investment in equity shares |
Redemption of Investment in optionally convertible redeemable preference shares |
||
| - Sun Mobility EV Infra Private Limited (Formerly known as Alberieth EV Services Private Limited) |
219.63 | - | 1,757.04 | - |
| Affliate Entities | ||||
| Name of parties: | Loan Given | Interest income on loan |
||
| SUN Alternate EnergyPrivate Limited | 250.00 | - | 7.05 | - |
| Loan Repayment received 250.00 - |
||||
| Name ofparties: | Loan Repayment received | |||
| SUN Alternate EnergyPrivate Limited | 250.00 | - |
165
Related party transactions
34.3 Balances outstanding at year ended :
(Rs. / lakh)
| 1 2 3 35 |
Particulars | Year ended | Year ended | Year ended | Year ended | Year ended | Year ended | Year ended |
|---|---|---|---|---|---|---|---|---|
| 31 March 2022 |
31 March 2021 |
31 March 2022 |
31 March 2021 |
|||||
| Joint Venture Company | ||||||||
| Name of parties: | Investment in equity shares |
Investment in optionally convertible redeemable preference shares |
||||||
| - Sun MobilityEV Infra Private Limited | - | 150.00 |
- |
1200.00 | ||||
| Key management personnel | ||||||||
| Name ofparties: | Remuneration | |||||||
| - Mr. VijayShrinivas | 5.16 | - | ||||||
| - Ms. Bindu Saxena | 3.00 | 3.10 | ||||||
| - Mr. P.R. Khanna | 5.50 | 6.15 | ||||||
| - Mr. RajKumar | 3.00 | - | ||||||
| - Mr. R. Parameswar | - | 6.15 | ||||||
| - Mr. Harjiv Singh | 5.50 | 2.15 | ||||||
| Name ofparties: | Trade Payable | Trade Receivable | ||||||
| - Unipatch Rubber Limited | - | - | 0.01 | 0.02 | ||||
| - Khemka Aviation Private Limited | - | 0.92 | - | - | ||||
| - HooghlyHoldings Private Limited | 7.70 | 8.14 | - | - | ||||
| - M P Flour Mills Private Limited | 0.02 | - | - | - | ||||
| - Elcom Systems Private Limited | - | - | 43.60 | - | ||||
| Name ofparties: Expense Receivable - Khemka Aviation Private Limited 0.08 - - Youth Reach 0.04 - - Nand and Jeet Khemka Foundation 0.01 - Capital commitments |
||||||||
| As at 31 March,2022 As at 31 March, 2021 (Rs. / lakh) (Rs. / lakh) |
||||||||
| a. Estimated amount of contracts remaining to be executed on capital account and not provided for [net of advances of Rs. 19.29 lakh (As at 31 March, 2021 Rs. 223.76 lakh)] 37.27 343.44 |
166
36 Leases
a
The Group has taken premises under lease agreements for various purposes. These are generally short term leases not involving right to use assets as defined in Ind AS 116. The amount of rent paid for leased premises amounts to Rs. 209.39 lakh (previous year Rs. 193.39 lakh) recognised in statement of profit & loss.
The Group has hired buildings for corporate office, lease hold land and warehouses at some of the places. Either the lease period is less than 12 months or the rent involved is not material.
37 (a) Contingent liabilities
| Contingent liabilities | ||
|---|---|---|
| Claims against the Company not acknowledged as debt | As at 31 March,2022 (Rs. / lakh) |
As at 31 March, 2021 (Rs. / lakh) |
| i. The Group is under litigation with the revenue authorities regarding an expenditure claimed by the Group arising out of an arbitration award. As per the Group, the expenditure should be allowed in the year the arbitrator has passed the award. The department is of the view that the liability is not accrued till the award becomes a rule of court and has therefore disallowed the expenditure in the AY 1998-99. During the fnancial year 2006-2007, the Group had received a demand notice from Income tax authorities pursuant to the order by Income Tax Appellate Tribunal, Delhi. The Group is presently in appeal before the Hon’ble Delhi High Court. The Group has deposited Rs. 20.00 lakh against the demand which is included under note no. 9. ii. In respect of the assessment year 2017-18, the Assessing Offcer has disallowed expenditure of Rs.57.66 lakh and also made additions amounting to Rs.1.58 lakh under Income Tax Act. The Group has fled an appeal before CIT (Appeals) against the order of the Assessing Offcer and the proceedings are in progress. The Group has deposited a sum of Rs.4.11 Lakh against the demand which is included under note no.9. iii. In respect of the assessment year 2018-19, the Assessing Offcer has disallowed expenditure of Rs.33.28 lakh.The Group has fled an appeal before CIT (Appeals) against the order of the Assessing Offcer and proceedings are in progress. The Group has deposited as sum of Rs 2.03 lakh against the demand which is included under note no. 9. iv. Pending labour cases, being disputed by the Group. v. Demand raised by the Sales Tax Authorities, being disputed by the Group. vi. Input Credit claimed by the Group but not allowed by the GST department. vii. Demand raised by the GST Authorities, being disputed by the Group. The Group has deposited a sum of Rs.1.52 Lakh against the demand which is included under note no.9. Total |
159.15 20.50 10.11 10.81 33.76 308.96 1.52 544.81 |
159.15 20.50 10.11 10.81 32.43 287.61 |
| 520.61 |
The amount assessed as contingent liability does not include interest (except in demand raised by the sales tax authorities) that could be claimed by the counter parties.
Based on expert opinions, the management believes that the Group has a strong chance of success in the above mentioned cases and hence no provision is considered necessary in respect of the disputed amounts detailed above.
- 37 (b) The Group has opted for the Himachal Pradesh (Legacy Cases Resolution) Scheme, 2019 on January 21, 2021 for settlement of Entry Tax matter of earlier years which was pending decision before Honorable High Court of Himachal Pradesh. Accordingly, an amount of Rs 1,244.68 lakhs which was treated as a contingent liability till the previous year ended 31 March 2020 and settlement fee of Rs. 79.34 lakhs has been charged off as expense and treated Rs. 1324.02 lakhs as exceptional item in the statement of profit and loss in financial statement for the year ended 31st March 2021 of consolidated financial statements.
167
38 Disclosure under the Micro, Small and Medium Enterprises Development Act, 2006 (“MSMED Act, 2006”)
| As at | As at | |
|---|---|---|
| 31 March,2022 | 31 March, 2021 | |
| (Rs. / lakh) | (Rs. / lakh) | |
| Principal amount remaining unpaid to any supplier at the end of | ||
| each accounting year | ||
| - Trade payables | 38.76 | 44.54 |
| - Payable for capital creditors | - | 3.70 |
| Interest due on above. | - | - |
| Amount of interest paid by the Group to the suppliers in terms of | - | - |
| section 16 of the Act. | ||
| Amount paid to the suppliers beyond the respective due date. | - | - |
| Amount of interest due and payable for the period of delay in | - | - |
| payments (which have been paid but beyond the due date during the year) but without adding the interest specifed under the Act. |
||
| Amount of interest accrued and remaining unpaid at the end of | - | - |
| each accounting year. | ||
| Amount of further interest remaining due and payable even in the | - | - |
| succeeding years, until such date when the interest dues as above are | ||
| actually paid to the small enterprise, for the purpose of disallowance | ||
| as a deductible expenditure under section 23 of this Act. |
Dues to Micro and Small Enterprises have been determined to the extent such parties have been identified on the basis of information collected by the Management.
39. Goodwill on consolidation
The Goodwill in the Consolidated Financial Statements represents the excess of the purchase consideration of investment over the Parent Company’s share in the net assets of the subsidiary - Sun Amp Solar India Private Limited and step down subsidiary -Samyama Jyothi Solar Energy Private Limited.
| (Rs. / lakh) | ||
|---|---|---|
| Investment In | Particulars | Amount |
| 1 Sun Amp Solar India Private Limited (a) -Subsidiary (b) 2 Samyama Jyothi Solar Energy Private Limited (Discontinued operations) (c) -Step down subsidiary (d) 3 Acquistion of shares of minority of Samayama Jyothi Solar Energy Private limited (e) (f) |
Cost of Investment Parent Company’s share in the net assets Goodwill (a-b) Cost of Investment Subsidiary’s share in the net assets Goodwill (c-d) Cost of Investment Minority share in the net assets of Samayama Jyothi Solar Energy Private limited Goodwill(e -f) |
295.35 (256.24) |
| 39.11 0.50 (0.33) |
||
| 0.17 110.00 108.43 |
||
| 1.57 | ||
| Total Goodwill (1+2 + 3) as at 31 March, 2020 - Transferred to assets/disposalgroupheld for sale |
40.85 1.74 |
|
| Balance as at 31 March, 2021 | 39.11 | |
| - Additions during the year ended - Impairment during the year ended - Reversed on sale of subsidiary |
- - 39.11 |
|
| Balance as at 31 March, 2022 | - |
168
The recoverable amount of cash generating unit has been determined based on value in use. Value in use has been determined based on future cash flows, after considering current economic conditions and trends, estimated future operating results, growth rates and anticipated future economic conditions.
40 Employee benefit plans
a. Defined contribution plans
The Group makes contribution to Provident Fund and Employee State Insurance Scheme which are defined contribution plans, for qualifying employees. Under the Schemes, the Group is required to contribute a specified percentage of the payroll costs to fund the benefits. The contributions payable to these plans by the Group are at rates specified in the rules of the schemes.
The Group also contributes towards provident fund at the rate prescribed under EPFO Scheme to a provident fund trust for some of the senior staff members. All provident fund contributions are charged to the statement of profit and loss.
b. Defined benefit plan
Gratuity
The Group has a defined benefit gratuity plan. Employee who have completed five years or more of service gets a gratuity on departure at 15 days salary (last drawn salary) for each completed year of service.
The most recent valuation of the present value of defined benefit obligation was carried as at 31st March, 2022 in which the present value of the defined benefit obligation, and the related current service cost and past service cost were measured using the projected unit credit method.
The principal assumptions used for the purposes of the actuarial valuations were as follows:
| Valuation as at | Valuation as at | ||
|---|---|---|---|
| As at 31 March,2022 |
As at 31 March,2021 |
||
| Expected rate of return | 6.50% | 7.27% | |
| Discount rate(%) | 7.16% | 6.80% | |
| Expected rate(s)of salaryincrease | 7.00% | 7.00% | |
| Mortality rates inclusive of provision for disability | 100% of IALM (2012-14) |
100% of IALM (2012-14) |
|
| Retirement Age(Years) | 58/70 | 58/70 | |
| Withdrawal Rate(%) (Ages) | |||
| Upto 30years | 3.00% | 3.00% | |
| From 31 to 44years | 2.00% | 2.00% | |
| Above 44years | 1.00% | 1.00% | |
| Year ended 31 March,2022 (Rs. / lakh) |
Year ended 31 March, 2021 (Rs. / lakh) |
||
| Service cost: Total service cost Net interest expenses Components of defned beneft costs recognised in proft or loss Remeasurement on the net defned beneft liability Acturial gain/(loss) on plan assets Actuarial gain/(loss) from change in fnancial assumptions Actuarial gain/(loss) from change in experience adjustment Components of defned beneft costs recognised in other comprehensive income |
35.17 1.68 36.85 0.43 12.51 18.39 31.33 |
36.04 (0.13) 35.91 (2.74) 1.04 (11.38) (13.08) |
|
169
Notes:
i. The current service cost and the net interest expenses for the year are included in the ‘Employee benefits expense’ line item in the Statement of profit and loss.
- ii. The remeasurement of the net defined liability is included in other comprehensive income. The amounts included in the balance sheet arising from the Group’s obligation in respect of defined benefit plans is as follows:
beneft plans is as follows: |
||
|---|---|---|
| As at 31 March,2022 (Rs. / lakh) |
As at 31 March, 2021 (Rs. / lakh) |
|
| Present value of defned beneft obligation Non-current Current |
- (9.78) (9.78) |
- 24.70 |
| 24.70 |
Movement in the present value of the defined benefit obligation and fair value of plan assets are as follows: A Present value of the defined benefit obligation
B
C
follows: Present value of the defned beneft obligation |
||
|---|---|---|
| Year ended 31 March,2022 (Rs. / lakh) |
Year ended 31 March, 2021 (Rs. / lakh) |
|
| Opening defned beneft obligation Current service cost Interest cost Actuarial (gain)/loss on obligation Benefts paid Closing defned beneft obligation Fair value of the plan assets |
356.28 35.17 24.23 (30.90) (28.32) 356.46 |
350.67 36.04 23.74 10.34 (64.51) |
| 356.28 | ||
| Year ended 31 March,2022 (Rs. / lakh) |
Year ended 31 March, 2021 (Rs. / lakh) |
|
| Opening fair value of plan assets Return on plan assets (excluding amount included in net interest expense) Remeasurement gain/(loss) Contributions from the employer Benefts paid Closing fair value of plan assets Net liability/(asset) (A-B) The fair value of the plan assets are as follows Fund managed by insure |
331.58 22.55 0.43 20 (8.32) 366.24 (9.78) 366.24 |
352.55 23.87 (2.74) 22.41 (64.51) |
| 331.58 | ||
| 24.70 331.58 |
The Group has invested fund in LIC of India (“insurer”). The future information of fund investments are not available with the Group.
Significant actuarial assumptions for the determination of the defined obligation are discount rate, expected salary increase and mortality. The sensitivity analysis below have been determined based on reasonably possible changes of the respective assumptions occurring at the end of the year, while holding all other assumptions constant.
170
Sensitivity analysis:
If the expected salary growth and discount rate increases /(decreases) by 0.50%, the defined benefit obligation would change as:
| As at 31 March 2022 | As at 31 March 2022 | As at 31 March 2021 | As at 31 March 2021 | |
|---|---|---|---|---|
| Increase by 0.50% |
Decrease by 0.50% |
Increase by 0.50% |
Decrease by 0.50% |
|
| (Rs. / lakh) | (Rs. / lakh) | (Rs. / lakh) | (Rs. / lakh) | |
| Discount rate | (16.14) |
17.53 |
(16.79) |
18.25 |
| Salary growth rate | 16.77 |
(16.20) | 17.37 |
(16.45) |
Notes
i. Sensitivities due to mortality and withdrawals are not material and hence impact of change not calculated.
ii. Sensitivity for significant actuarial assumptions is computed by varying one actuarial assumption used for the valuation of the defined benefit obligation by 0.50 percentage, keeping all other actuarial assumptions constant. Maturity Profile of Defined Benefit Obligation
| Year | Amount(in lakh) | |
|---|---|---|
| a. | 0 to 1 Year | 27.40 |
| b. | 1 to 2 Year | 19.62 |
| c. | 2 to 3 Year | 23.73 |
| d. | 3 to 4 Year | 34.98 |
| e. | 4 to 5 Year | 11.60 |
| f. | 5 to 6 Year | 20.20 |
| g. | 6 Year onwards | 218.93 |
41 Financial instruments
A. Capital Management
Capital includes equity attributable to the equity holders of the Group and all other equity reserves. The primary objective of the Group’s capital management is to safeguard its ability to continue as going concern and to ensure that it maintains an efficient capital structure and maximize shareholder value. The Group manages its capital structure and makes adjustments in light of changes in economic conditions and the requirements of the financial covenants. No changes were made in the objectives, policies or processes for managing capital except for budgeting for cash flow projections considering the impact of ongoing pandemic COVID - 19.
B. Categories of financial instruments
| As at | As at | |||
|---|---|---|---|---|
| 31 March,2022 | 31 March, 2021 | |||
| (Rs. / lakh) | (Rs. / lakh) | |||
| Financial assets | ||||
| i) | Measured at fair value through proft or loss | |||
| a. | Investments | |||
| - non current | 2,903.74 | 2,661.40 | ||
| - current | 0.03 | 732.12 | ||
| ii) | Measured at amortised cost | |||
| a. | Non current investments | 1,153.95 | 299.86 | |
| b. | Loans | |||
| - non current | 0.16 | 1.48 | ||
| - current | 24.68 | 17.57 | ||
| c. | Trade receivables | 2,259.57 | 2,945.97 | |
| d. | Cash and cash equivalents | 70.73 | 178.58 | |
| e. | Other bank balances | 172.47 | 185.45 | |
| f. | Other fnancial assets | |||
| - non current | 47.81 | 101.34 | ||
| - current | 146.85 | 152.59 |
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| As at | As at | |||
|---|---|---|---|---|
| 31 March,2022 | 31 March, 2021 | |||
| (Rs. / lakh) | (Rs. / lakh) | |||
| iii) | Measured at fair value through other | |||
| comprehensive income | ||||
| a. | Investments | |||
| - non current | 4,513.56 | 4,124.56 | ||
| - current | 2,668.70 | - | ||
| iv) | Measured at cost | |||
| a. | Investments | |||
| - non current | - | 1,278.11 | ||
| Financial liabilities | ||||
| a. | Trade payables | 1,832.69 | 1,522.31 | |
| b. | Other fnancial liabilities | 268.96 | 334.39 |
C. Financial risk
In the course of its business, the Group is exposed primarily to fluctuations in Interest rates, security price risk, credit risk and liquidity risk , which may adversely impact the fair value of its financial instruments, the operation of the group did not have an exposure for foreign currency exchange rates as the majority of the operations are in India only. The group has a risk management policy covering risks associated with the financial assets and liabilities such as interest rate risks, security price risk and credit risks. The risk management policy has been approved by the board of directors. The risk management framework aims to:
-
Create a stable business planning environment by reducing the impact of interest rate fluctuations on the group’s business plan.
-
Achieve greater predictability to earnings by determining the financial value of the expected earnings in advance.
The Group does not use the derivative financial instruments for risk mitigation.
a. Market risk
Market risk is the risk of any loss in future earnings, in realisable fair values or in future cash flows that may result from a change in the price of a financial instrument. The value of a financial instrument may change as a result of changes in the foreign currency exchange rates, interest rates, liquidity and other market changes. Future specific market movements cannot be normally predicted with reasonable accuracy.
i. Foreign currency exchange rate risk
The Group operates majorly in India but is exposed to foreign exchange risk arising through its sale and purchase of goods and services with overseas suppliers and investment in foreign currency transactions primarily with respect to US Dollar (‘USD’). The Group does not use the derivative financial instruments to manage it’s risk.
The Group has exposure in US dollars only as per details given below:
| Particulars | Receivable- Trade | Cash in | Payable - Trade | Investments | |
|---|---|---|---|---|---|
| Receivables | Hand | Payables | |||
| (Rs. / lakh) | (Rs. / lakh) | (Rs. / lakh) | (Rs. / lakh) | ||
| As at | 31 March, 2022 | 60.92 | - | - | 1,758.72 |
| As at | 31 March, 2021 | 85.83 | - | - | 1,617.10 |
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ii. The carrying amounts of the Group’s foreign currency denominated monetary assets and monetary liabilities at the end of the year are as
| Particulars | USD | |
|---|---|---|
| (Rs. / lakh) | ||
| As at 31 | March, 2022 | |
| Assets | 1,819.64 | |
| As at 31 | March, 2021 | |
| Assets | 1,702.93 |
iii. Interest rate risk
Financial liabilities
The Parent company is virtually debt free and the exposure to Interest Rate risk from the perspective of financial liabilities is negligible. Further, treasury activities focus on managing investments and debt instruments and are administered under a set of approved policies guided by safety, liquidity and returns.
Financial assets
The Group’s investments are primarily in fixed rate interest bearing investments. Hence the group is not significantly exposed to interest rate risk.
b. Security price risk
The group is exposed to equity price risks arising from equity investments held by the group and classified in the balance sheet as fair value through OCI.
i. Equity price sensitivity analysis
The sensitivity analysis below has been determined based on the exposure to equity price risks at the end of the year.
If the equity instruments (equity shares and equity linked mutual fund) prices had been 5% higher / lower. Other comprehensive income for the year ended 31 March 2022 would increase / decrease by Rs. 359.11 Lakh (for the year ended 31 March 2021: increase / decrease by Rs. 206.23 lakh) as a result of the change in fair value of equity investment measured at FVTOCI.
ii. Exposure in mutual funds (Other than equity linked mutual fund)
The group manages the surplus funds majorly through investments in debt based mutual fund schemes. The price of investment in these mutual fund schemes is reflected though Net Asset Value (NAV) declared by the Asset Management Company on daily basis as reflected by the movement in the NAV of invested schemes. The group is exposed to price risk on such Investments.
Mutual fund price sensitivity analysis - The sensitivity analysis below have been determined based on Mutual Fund Investment at the end of the year.
If NAV has been 1% higher / lower: Profit for the year ended 31 March 2022 would increase / decrease by Rs. 29.04 lakh (for the year ended 31 March 2021 by Rs. 33.94 Lakh) as a result of the changes in fair value of mutual fund investments.
iii. If the investment in bonds and preference shares prices had been 1% higher / lower:
Profit for the year ended 31 March 2022 would increase / decrease by Rs.11.54 Lakh (for the year ended 31 March 2021: increase / decrease by Rs. 3 Lakh) as a result of the change if there is no change in the market risk and other assumptions.
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c. Credit risk
Credit risk arises from the possibility that the counter party may not be able to settle it’s obligations. To manage trade receivables, the group periodically assesses the financial reliability of customers, taking into account the financial conditions, economic trends, analysis of historical bad debts and ageing of such receivables.
Financial instruments that are subject to credit risk, principally consist of investments, trade receivables and loans and advances. None of the financial instruments of the group carry material concentration of credit risks. Financial assets for which loss allowance is measured relates to trade receivables where loss allowance at the end of the year ended March 2022 was estimated at Rs. 115.85 lakh (Previous year Rs. 104.21 lakh).
Other than financial assets mentioned above, none of the group’s financial assets are either impaired or past due, and there are no indications that defaults in payment obligations would occur as exposure to Trade Receivable is diversified. There is no single customer whose sales are exceeding 10% of the turnover of the Group.
d. Liquidity risk
Liquidity risk refers to the risk that the Group can not meet its financial obligations. The objective of liquidity risk management is to maintain sufficient liquidity and ensure that funds are available for use as per the requirements..
During the year, the Group generated sufficient cash flows from operations to meet its financial obligations as and when they fall due.
The table below provides details regarding the contractual maturities of significant financial liabilities as at:
Contractual maturities of financial liabilities
| less than 1 year | 1 to 5 year | more than 5 year | Total | |
|---|---|---|---|---|
| (Rs. / lakh) | (Rs. / lakh) | (Rs. / lakh) | (Rs. / lakh) | |
| As at 31 March, 2022 | ||||
| Trade payables | 1,832.69 | - | - | 1,832.69 |
| Other fnancial liabilities | 268.96 | - | - | 268.96 |
| As at 31 March, 2021 | ||||
| Trade payables | 1,522.31 | - | - | 1,522.31 |
| Other fnancial liabilities | 334.39 | - | - | 334.39 |
The Parent Company has cash credit facility from banks of Rs. 400 Lakh (As at 31 March, 2021 Rs. 400 Lakh). However, the Parent company has not utilised the same as on 31 March 2022 and 31 March 2021.
e. Unhedged Foreign currency exposures
| Particulars | As at 31 March, 2022 As at 31 March 2021 |
|---|---|
| Currency In foreign currency (in lakh) (Rs. / lakh) In foreign currency (in lakh) (Rs. / lakh) |
|
| Receivables -Trade Receivables |
USD 0.80 60.92 1.17 85.83 |
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42 Fair value measurements
Financial assets and financial liabilities are measured at fair value at the end of each quarter/year. The information of the valuation techniques and the input used are as follows:
| Particulars | Level | As at 31 | As at 31 |
|---|---|---|---|
| March, 2022 | March 2021 | ||
| (Rs. / lakh) | (Rs. / lakh) | ||
| Measured at fair value through proft or loss | |||
| Investment | |||
| - non current | Level 2 | 2,903.74 | 2,661.40 |
| - current | Level 2 | 0.03 | 732.12 |
| Sub Total | 2,903.77 | 3,393.52 | |
| Measured at fair value through other comprehensive income | |||
| - Investments in Equity shares (quoted) | Level 1 | 704.27 | 527.46 |
| - Investments in equity oriented mutual funds | Level 2 | 3,960.95 | 1,395.67 |
| - Investments in Capital venture fund (unquoted) | Level 3 | 283.86 | 327.82 |
| - Investment in Compulsory convertible preference shares (Unquoted) | Level 3 | 1,758.72 | 1,617.10 |
| - Investment in equity shares (Unquoted) | Level 3 | 474.46 | 256.51 |
| Sub Total | 7,182.26 | 4,124.56 | |
| Grand Total | 10,086.03 | 7,518.08 |
Valuation technique
Level 1: Quoted prices in the active market. This level of hierarchy includes financial assets that are measured by reference to quoted prices in the active market.
Level 2: Valuation techniques with observable inputs. This level of hierarchy includes items measured using inputs other than quoted prices included within Level 1 that are observable for such items, either directly or indirectly.
Level 3: Valuation techniques with unobservable inputs. This level of hierarchy includes items measured using inputs that are not based on observable market data (unobservable inputs). Fair value determined in whole or in part, using a valuation model based on assumptions that are neither supported by prices from observable current market transactions in the same instruments nor based on available market data.
The fair value of the financial assets are determined at the amount that would be received to sell an asset in an orderly transaction between market participants. The following methods and assumptions were used to estimate the fair values: :
- a. Investments in mutual funds: Fair value is determined by reference to quotes from the financial institutions, i.e. net asset value (NAV) for investments in mutual funds declared by mutual fund house.
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-
b. Quoted equity investments: Fair value is derived from quoted market prices in active markets.
-
c. Unquoted investments: Fair value is derived on the basis of income approach, in this approach the discounted cash flow method is used to capture the present value of the expected future economic benefits to be derived from the ownership of these investments or from valuation declared by fund house.
Trade receivables, trade payables and other current financial assets and liabilities is considered to be equal to the carrying amounts of these items as generally they are of short term nature. There has been no change in the valuation methodology for Level 3 inputs during the year ended.
Derivative contracts: The Group has not entered into any forward contracts and swaps to manage its exposure as the Company management expect that there are nominal exposure of the Company for foreign exchange and are manageable.
43 Details of Corporate Social Responsibility (CSR) expenditure
| Year ended 31 March,2022 (Rs. / lakh) |
Year ended 31 March, 2021 (Rs. / lakh) |
|
|---|---|---|
| a. Gross amount required to be spent by the Group during the year b. Amount spent during the year on the following : i. Construction/ acquisition of any asset ii. On purposes other than (i) above |
21.50 - 33.75 33.75 |
35.39 - 35.62 |
| 35.62 |
As per section 135 of the Companies Act, 2013, amount required to be spent on CSR by the Company during the year is computed at 2% of its average net profit for the immediately preceding three financial years.
| Details of related parties transaction relating to CSR expenditure :- Name of Related parties are: |
Year ended 31 March,2022 (Rs. / lakh) |
Year ended 31 March, 2021 (Rs. / lakh) |
|---|---|---|
| i. The Nabha Foundation ii. Youth Reach |
25.00 5.00 30.00 |
22.00 8.00 |
| 30.00 |
44 Disclosure required under Section 186(4) of the Companies Act, 2013
The Group has given loans to staff members which as on 31.03.2022 amounted to Rs. 24.84 lakh (previous year Rs. 19.05 lakh). The investments made by the Group in various entities have been detailed in Notes 6 and 12. The Group has not granted any loans or advances in the nature of loans to promoters, directors, KMP’s and the related parties.
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| Share in Total comprehensive income |
Amount | 1,565.63 | (16.25) | 23.98 | (3.92) | (47.41) | (8.36) | 1,513.67 | ||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| As % of consolidated total comprehensive income |
103.43% | -1.07% | 1.58% | -0.26% | -3.13% | -0.55% | 100.00% | |||||
| Share in Other comprehensive income |
Amount | 1,306.45 | 14.58 | - | (5.94) | - | (8.64) | 1,306.45 | ||||
| As % of consolidated other comprehensive income |
100.00% | 1.12% | 0.00% | -0.46% | 0.00% | -0.66% | 100.00% | |||||
| Share in Proft and Loss | Amount | 259.18 | (30.83) | 23.98 | 2.02 | (47.41) | 0.28 | 207.22 | ||||
| As % of consolidated Proft and Loss |
125.08% | -14.88% | 11.57% | 0.97% | -22.88% | 0.14% | 100.00% | |||||
| Net Assets, i.e., total assets minus total liabilities |
Amount | 20,654.52 | - | - | - | - | - | 20,654.52 | ||||
| As % of consolidated net assets |
100.00% | 0.00% | 0.00% | 0.00% | 0.00% | 0.00% | 100.00% | |||||
| Name of the Entity | Parent Company | Indag Rubber Limited | Indian Subsidiary | Sun Amp Solar India Private Limited |
Indian Step Down Subsidiary |
Samyama Jyothi Solar Energy (P) Ltd (Discontinued opeations) |
Minority Interest | Share of Minority | Joint Venture (proft/ loss)* |
Consolidation Adjustment / Elimination |
Total |
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46 Capital-Work-in Progress (CWIP)
CWIP aging schedule :
(Rs. / lakh)
| Particulars | Particulars | Amount in CWIP for aperiod of | Amount in CWIP for aperiod of | Amount in CWIP for aperiod of | Amount in CWIP for aperiod of | Amount in CWIP for aperiod of |
|---|---|---|---|---|---|---|
| Less than 1 year |
1-2 years | 2-3 years |
More than 3years |
Total | ||
| Projects inprogress(Renovation) | 98.43 | - | - | - | 98.43 | |
| Total | 98.43 | - | - | - | 98.43 | |
| (Rs. / lakh) 1010.68 1219.82 296.61 1933.89 568.75 2404.21 98.43 |
||||||
| Particulars | (Rs. / lakh) | |||||
| As at 01.04.2020 | 1010.68 | |||||
| Additions during the year | 1219.82 | |||||
| Capitalised during the year | 296.61 | |||||
| As at 31.03.2021 | 1933.89 | |||||
| Additions during the year | 568.75 | |||||
| Capitalised during the year | 2404.21 | |||||
| As at 31.03.2022 | 98.43 |
47 Additional Regulatory information – Ratios
| S. No |
Ratio | Numerator | Denominator | As at 31 March, 2022 |
As at 31 March, 2021 |
Change March 2022 vs March 2021 |
Explantaion for change by more than 25% |
|---|---|---|---|---|---|---|---|
| a | Current Ratio | Total Current Assets |
Total Current Liabilities |
4.33 | 3.96 | 9.40% | Change in the ratio is less than 25% |
| b | Debt Equity Ratio | Total liabilities | Total Closing equity |
0.13 | 0.12 | 6.24% | Change in the ratio is less than 25% |
| c | Debt Service Coverage ratio |
Proft before tax,fnance cost and Depreciation |
fnance cost | 40.99 | 27.24 | 50.47% | Due to reduction in fnance cost |
| d | Return on Equity ratio | Total comprehensive income |
Total opening equity |
7.54% | 6.87% | 9.63% | Change in the ratio is less than 25% |
| e | Inventory Turnover Ratio |
Cost of material consumed + purchase of stock in trade + changes in inventory |
closing inventories |
3.06 | 2.99 | 2.50% | Change in the ratio is less than 25% |
| f | Trade Receivable Turnover ratio |
Revenue from operations |
Closing trade receivables |
7.39 | 5.77 | 28.14% | Due to reduction in Trade Receivables in FY 2021-22 |
| g | Trade Payables Turnover Ratio |
Purchase of raw material |
closing trade payables |
6.71 | 6.98 | -3.77% | Change in the ratio is less than 25% |
| h | Net Capital Turnover ratio |
Revenue from operation |
Total current assets - Total current liabilities |
2.19 | 2.69 | -18.63% | Change in the ratio is less than 25% |
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| S. No |
Ratio | Numerator | Denominator | As at 31 March, 2022 |
As at 31 March, 2021 |
Change March 2022 vs March 2021 |
Explantaion for change by more than 25% |
|---|---|---|---|---|---|---|---|
| i | Net Proft ratio | Proft/(loss) for the year |
Revenue from operations |
1.23% | 1.66% | -25.84% | Operations of the Parent Company and supply chain were impacted severely by COVID-19 disruptions and reduction in proft of step down subsidiary as it is sold during the F.Y 2022 |
| j | Return on Capital Employed |
PBT before fnance cost |
Total Opening equity + Total non-current liabilities |
1.32% | 1.94% | -31.79% | Operations of the Parent Company and supply chain were impacted severely by COVID-19 disruptions and reduction in proft of step down subsidiary as it is sold during the F.Y 2022 |
| k | Return on Investment | Investment Income |
Opening Investment value |
20.12% | 18.42% | 9.23% | Change in the ratio is less than 25% |
48 Discontinued operations (Assets/Disposal group held for sale)
Assets/disposal group are classified under held for sale if their carrying amount is intended to be recovered principally through sale rather than through continuing use. The condition for classification of held for sale is met when the Assets/Disposal group is available for immediate sale and the same is highly probable of being completed within one year from the date of classification under held for sale. Assets/Disposal group held for sale are measured at the lower of carrying amount and fair value less cost to sell.
On 16th October, 2020 Non-material Subsidiary Company, Sun Amp Solar India Pvt. Ltd. (Sun Amp) and step down subsidiary Samyama Jyothi Solar Energy Pvt. Ltd. (Samyama Jyothi) have signed the Share Purchase Agreement (SPA), for the sale of Sun Amp’s investment in equity shares of Samyama Jyothi, to the independent purchaser. As per SPA, sales consideration from the purchaser has been received and the above transaction will be considered as completed post transfer of 100% Equity shares of Samyama Jyothi by Sun Amp to the Purchaser. Therefore, Samyama Jyothi is consolidated according to Ind AS -105 Non-current Assets Held for Sale and Discontinued Operations as at 31st March 2021 whose shares is transferred during the year ended 31 March 2022, Therefore Samyama Jyothi is not consolidated as at 31st March 2022.
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Assets/Disposal group held for sale
| Assets/Disposal group held for sale | ||
|---|---|---|
| Amount in lakh | Amount in lakh | |
| Particulars | As on | As on |
| 31,March 2022 | 31,March 2021 | |
| Property, plant and equipment | - | 1,490.32 |
| Goodwill | - | 1.74 |
| Security Deposit with Government Authorities (VAT) | - | 0.10 |
| Trade receivables | - | 36.12 |
| Other Bank Balance | - | 121.84 |
| Cash & cash equivalents | - | 63.50 |
| Contract Assets | - | 44.97 |
| Advances | - | 0.01 |
| Prepaid Expenditure | - | 3.70 |
| Total | - | 1,762.30 |
| Liabilities directly associated with asset/disposal group held for sale |
| Amount | in lakh | Amount in lakh | |
|---|---|---|---|
| Particulars | As on | As on | |
| 31,March 2022 | 31,March 2021 | ||
| Secured term loan from fnancial institutions | - | 895.66 | |
| Dues of creditors other than Micro enterprises & Small enterprises | - | 2.08 | |
| Current Maturities of long term debt | - | 95.96 | |
| Expenses Payable | - | 22.56 | |
| Provision for Expenses | - | 0.45 | |
| Statutory dues/taxes Payables | - | 2.32 | |
| Provision for Income Tax | - | 0.48 | |
| Total | - | 1,019.51 | |
| Proft / (loss) from assets held for sale | |||
| Amount in lakh | |||
| Amount in lakh | |||
| Particulars | Year | ended | Year ended |
| 31, March 2022 | 31,March 2021 | ||
| Revenue | 139.37 | 426.12 | |
| Cost & Expenses | 110.68 | 355.28 | |
| Proft before Income Tax | 28.69 | 70.84 | |
| Income tax Expense | 4.43 | 10.92 | |
| Proft After Income Tax | 24.26 | 59.92 | |
| Statement of Cash Flows | Year | ended | Year ended |
| 31, March 2022 | 31,March 2021 | ||
| Net cash infow/(outfow) from Operating activities (A) | - | 351.80 | |
| Net cash infow/(outfow) from investing activities (B) | - | 9.27 | |
| Net cash infow/(outfow)from fnancingactivities(C) | - | (319.85) | |
| Net increase/(decrease) in cash & cash equivalents(A+B+C) | - | 41.22 |
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49 Information about the composition of the group at the end of the year is as follows:
| % | of holding | |||
|---|---|---|---|---|
| Name of subsidiary company | Place of | Principal activity | As on | As on |
| incorporation | 31, March | 31, March | ||
| and operation | 2022 | 2021 | ||
| “SUN-AMP Solar India Private | India | Business of enhancing | 0.00% | 51.00% |
| limited (non-wholly-owned | knowledge and skills of | |||
| subsidiary)” | solar technologies | |||
| Samyama Jyothi Solar Energy | India | Business of electricity | 0.00% | 100.00% |
| Private Limited (step down | generation through | |||
| subsidiary) - discontinued | design, development, | |||
| operations | commissioning and | |||
| operation of Solar Power | ||||
| projects. | ||||
| Name of Joint Venture | Place of | Principal activity | As on | As on |
| company | incorporation | 31, March | 31, March | |
| and operation | 2022 | 2021 | ||
| Sun Mobility EV Infra Private | India | Business of electric | 0.00% | 50.00% |
| Limited (formerly known as | mobility infrastructure | |||
| Alberieth EV Services Private | services using equipment | |||
| Limited) | such as batteries, charging | |||
| stations etc. |
50 Estimation uncertainty relating to the global health pandemic COVID-I9
The Group has made assessment about the recoverability and carrying value of its assets comprising property, plant and equipment, investments, inventory and trade receivables taking into account the second wave on Covid-19 started in April 2021. Based on current indicators of future economic conditions, the group expects to recover the carrying amount of these assets. The situation is changing rapidly giving rise to inherent uncertainty around the extent and timing of the potential future impact of the COVID-19 which may be different from that estimated as at the date of approval of these consolidated financial statements. The Group will continue to closely monitor any material changes arising of future economic conditions and impact on its business.
51 Events after the reporting period
There were no events after the reporting date that could have a material effect on the financial position of the Company as at 31 March 2022. The effect of spread of Covid-19 in the month of April 2021 has been disclosed in Note 50.
52 Previous year figures
Previous year figures have been regrouped/reclassified, wherever necessary to conform to this year’s classification.
As per our report of even date For and on behalf of the Board of Directors For Khanna & Annadhanam Chartered Accountants ICAI Firm’s Registration No.: 001297N
B. J. Singh
Partner Membership No. 007884
Place: New Delhi Date: April 23, 2022
Vijay Shrinivas
Nand Lal Khemka
Chairman cum Managing Director CEO & Whole Time Director DIN : 00211084 DIN : 08337007 Manali D Bijlani Anil Bhardwaj Company Secretary GM (Accounts) & CFO
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