18.2 Rights, preferences and restrictions :
i. The Company has only one class of shares referred to as Equity Shares having par value of ' 1 Each holder of Equity Shares is entitled to one vote per share.
ii. Preferential Issue
Pursuant to the approval of the shareholders, the Company had issued 2,21,61,749 warrants of ' 95 on December 17, 2022 to be converted into fully paid equity shares of the Company in the ratio of 1:1 within 18 months from the date of the allotment at the option of the warrant holders. The warrant holders have paid 30% of the issue price on allotment and balance 70% is required to be paid on or before exercising the option As on March 31,2024, the Company, upon receipt of balance 70% of the issue price (i.e. ' 66.50 per warrant) for 61,61,740 warrants. has allotted equal number of fully paid-up equity shares against conversion of said warrants exercised by the warrant holders.
iii. In the event of liquidation of the Company, the holders of Equity Shares will be entitled to receive any of the remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of Equity Shares held by the shareholders.
18.3 Dividend
The Board of Directors in their meeting held on May 17, 2024, have proposed a final dividend of ' 0.30 per equity share (Previous year ' 0.50 per Equity Share) for the financial year ended March 31, 2024. The proposal is subject to the approval of the shareholders at the Annual General meeting to be held on September, 2024.
Description of the nature and purpose of Other Equity
Capital Reserve: Capital reserve represents capital surplus and not normally available for distribution as dividend. Capital Reserve amount represents amount transferred on forfeiture of equity shares during FY 1987-88 and also on accounts of merger of Company’s wholly own subsidiary Finns Frozen Foods (India) Limited.
Securities Premium: Securities Premium is used to record the premium received on issue of shares. The Transaction cost incurred towards issue of preferential allotment of warrant convertible into Equity shares (Share Issue Expenses) has been reduced from the proceeds of Securities Premium received during the previous year. In case of equity-settled share based payment transactions, the difference between fair value on grant date and nominal value of share is accounted as securities premium. It is utilized in accordance with the provisions of the Companies Act, 2013.
General Reserve: The General Reserve comprises of transfer of profits from retained earnings for appropriation purposes. The reserve can be distributed/utilized by the Company in accordance with the Companies Act, 2013.
Share Options Outstanding Account : The Share options outstanding account is used to record the fair value of equity-settled share based payment transactions with employees. The amounts recorded in share options outstanding account are transferred to securities premium upon exercise of stock options and transferred to general reserve on account of stock options not exercised by employees.
Retained Earnings: Retained Earnings are the profits that the Company has earned till date and is net of amount transferred to other reserves such as general reserves etc., amount distributed as dividends and adjustments on account of transition to Ind AS.
Equity instrument through other comprehensive income : The fair value change of the equity instruments measured at fair value through other comprehensive income is recognized in Equity instruments through Other Comprehensive Income.
Money Received Against Share Warrants: Application money received from warrant holders comprises of the convertible warrants into equity shares, allotted to warrant holders upon receipt of 30% of the consideration amount pursuant to Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018.
Share Application money pending allotment : The share application money pending allotment pertains to the funds received from employees of the Company for the issuance of Equity Shares under ESOP Scheme . These funds will be transferred to the share capital and securities premium accounts upon the completion of the allotment process.
23.1 Secured by way of hypothecation of inventory and book debts and charge on all the Property, Plant and Equipments excluding the assets financed out of the Term Loan (Refer note 3, 9 and 11).
23.2 Secured by way of hypothecation of inventory and book debts, lodgement of confirmed contracts and irrevocable letters of credit and ECGC Packing Credit Guarantee cover, charge on Property, Plant and Equipments excluding the assets financed out of the Term Loan.
23.3 For Supplies to customers Secured by way of hypothecation of stocks of Finished Goods for customers and its receivables.
23.4 Secured by way of collateral against pledge of Fixed Deposit of ' 30.77 Lakhs (As at March 31, 2023, ' 29.43 Lakhs) which includes Interest Receivable of ' 2.91 Lakhs (As at March 31,2023, ' 1.57 Lakhs) (Refer Note 7).
23.5 Secured by way of collateral against pledge of Property, Plant and Equipments (Refer Note 3).
23.6 Details of short-term borrowings guaranteed by directors:
On February 3, 2022, pursuant to approval by the shareholders in the AGM, the Board has been authorized to introduce, offer, issue and provide share-based incentives to eligible employees of the Company "Foods & Inns Limited - Employee Stock Option Plan 2021’ ("ESOP 2021"/ "Plan") for grants of 14,66,760 Options equivalent to same number of equity shares of the Company. The vested ESOPs shall be excisable not earlier than a minimum period of 1 (one) year and not later than a maximum period of 4 (four) years from the date of the grant. As of the date of this report, employees have exercised a total of 263,653 options. The balance of the unexercised options to be converted into equity are potentially dilutive in nature and have been considered in the diluted earnings per share computation above.
Pursuant to the approval by the Board of Directors at its meeting held on November 14, 2022 and approval by the members of the Company at their Extra-Ordinary General Meeting held on December 09, 2022 ('EGM'), the Company has allotted 2,21,61,749 warrants, each convertible into one equity share, on preferential basis at an issue price of ' 95/- each, upon receipt of 30% of the issue price (i.e. ' 28.50 per warrant) as warrant subscription money. Balance 70% of the issue price (i.e. ' 66.50 per warrant) is payable within 18 months from the allotment date, at the time of exercising the option to apply for fully paid-up equity share of ' 1/- each (Face Value) of the Company, against each warrant held by the warrant holder. The Company, till date, has allotted 61,61,740.00 fully paid up equity shares against conversion of equal no. of warrants by the concerned warrant holder(s).The balance of the warrants unexercised to be converted into equity are potentially dilutive in nature and have been considered in the diluted earnings per share computation above.
b) Rental expense recorded for short-term leases was ' 470.03 Lakhs for the year ended March 31,2024 (' 380.18 Lakhs for the year ended March 31,2023).
c) The maturity analysis of lease liabilities are disclosed in Note 42 D. The Company does not face a significant liquidity risk with regard to its lease liabilities as the current assets are sufficient to meet the obligations related to lease liabilities as and when they fall due.
d) The period of these leasing arrangements, range between three to five years and some of them are renewable by mutual consent.
e) Future lease payments which will start from April 1,2024 is ' 330.00 Lakhs (' Nil from April 1,2023)
As Lessor
Operating Lease
Rental income recognized on assets given on operating lease is for the year ended March 31, 2024 was ' 72.12 Lakhs and (' 41.26 Lakhs for the year ended March 31,2023).
40*| EMPLOYEE BENEFITS
The Company has classified verious employee benifits as under:
A. Defined Contribution Plans
The Company contributes to following funds which are considered as defined contribution plans:
Provident Fund
Superannuation Fund
State Defined Contribution Plans
Employers’ Contribution to Employees’ State Insurance Employers’ Contribution to Employees’ Pension Scheme 1995
The Provident Fund and the State Defined Contribution Plans are operated by the Regional Provident Fund Commissioner and the Superannuation Fund is administered by the LIC of India as applicable for all eligible employees. Under the schemes, the Company is required to contribute a specified percentage of payroll cost to the retirement benefit schemes to fund the benefits. These funds are recognized by the Income Tax Authorities.
B. Defined Benefit Plans
Gratuity
Compensated Absences
Valuations in respect of above have been carried out by independent actuary, as at the balance sheet date, based on the following assumptions:
vi. The expected rate of return on plan assets is determined after considering several applicable factors such as the composition of the plan assets, investment strategy, market scenario, etc. In order to protect the capital and optimise returns within acceptable risk parameters, the plan assets are well diversified.
vii. The discount rate is based on the prevailing market yields of Government of India securities as at the balance sheet date for the estimated term of the obligations.
viii. The estimate of future salary increases considered, takes into account the inflation, seniority, promotion, increments and other relevant factors.
Note on other risks:
I nvestment risk - The funds are invested by SBI Life Insurance Company Limited and they provide returns basis the prevalent bond yields, SBI Life Insurance Company Limited on an annual basis requests for contributions to the fund, while the contribution requested may not be on the same interest rate as the bond yields provided, basis the past experience it is low risk.
Interest Risk - SBI Life Insurance Company Limited does not provide market value of assets, rather maintains a running statement with interest rates declared annually - The fall in interest rate is not therefore offset by increase in value of Bonds, hence may pose a risk.
Longevity Risk - Since the gratuity payment happens at the retirement age of 60, longevity impact is very low at this age, hence this is a non-risk.
Salary risk - The liability is calculated taking into account the salary increases, basis past experience of the Company’s actual salary increases with the assumptions used, they are in line, hence this risk is low risk.
Note on Sensitivity Analysis
The Sensitivity analysis 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.
The Sensitivity analysis presented above may not be representative of the actual change in the projected benefit obligation as it is unlikely that the change in assumptions would occur in isolation of one another as some of the assumptions may be correlated.
Furthermore, in presenting the above sensitivity analysis, the present value of the projected benefit obligation has been calculated using the projected unit credit method at the end of the reporting period, which is same method as applied in calculating the projected benefit obligation as recognized in the balance sheet.
The method used to calculate the liability in these scenarios is by keeping all the other parameters and the data same as in the base liability calculation except for the parameters to be stressed.
There was no change in the method and assumptions used in preparing the sensitivity analysis from prior years. 1
4T~J contingent liabilities, financial guarantees and commitments
|
(' in Lakhs)
|
Particulars
|
As at M
|
arch 31,
2023
|
A. Contingent Liabilities not provided for
|
Claims against the Company not acknowledged as debt
|
i. Income-tax matters under appeal
|
171.69
|
171.69
|
ii. Service Tax matters under appeal
|
2.43
|
2.43
|
iii. Additional Statutory Bonus for Financial Year 2014-2015
|
22.54
|
22.54
|
Total
|
196.66
|
196.66
|
B. Financial Corporate Guarantee
|
During the Company has given Corporate Guarantee to Mahindra & Mahindra Financial Services Limited towards credit facility extended by them to FNI Spices Private Limited (formerly known as Kusum Spices) (Subsidiary).
|
328.29
|
300.70
|
C. Capital and other commitments
|
i. Estimated amount of contracts remaining to be executed on capital account and not provided for
|
2,423.87
|
1,074.57
|
ii. Others
|
7,966.85
|
-
|
421| CAPITAL MANAGEMENT AND FINANCIAL RISK MANAGEMENT POLICY A. Capital Management
For the purpose of the Company's Capital Management, Capital includes issued Equity Capital and all Other Reserves attributable to the Equity shareholders of the Company. The Primary objective of the Company's Capital Management is to maximise the shareholders' value. The Company's Capital Management objectives are to maintain equity including all reserves to protect economic viability and to finance any growth opportunities that may be available in future so as to maximise shareholder's value.
The Company's capital requirement is mainly to fund its business expansion and repayment of borrowings. The principal source of funding of the Company has been, and is expected to continue to be, cash generated from its operations supplemented by funding from bank borrowings and the capital markets.
The Company has adhered to material externally imposed conditions relating to capital requirements and there has not been any delay or default during the period covered under these financial statements with respect to payment of principal and interest. No lender has raised any matter that may lead to breach of covenants stipulated in the underlying documents.
The Company is monitoring Capital using debt equity ratio as its base, which is debt to equity. The Company monitors capital using debt-equity ratio, which is total debt divided by total equity.
Net debt (total borrowing) divided by "Total equity" (as shown in the balance sheet).
B. Financial Risk Management and Policies
Risk is events, situation or circumstances which may lead to negative consequences on the Company's business. Risk management is a structure approach to manage uncertainty. The Company's financial risk management is an integral part of how to plan and execute its business strategies. The risk management policy is approved by the Company's Board. The Company's principal financial liabilities comprise of loans and borrowings, trade and other payables. The main purpose of these financial liabilities is to finance the Company's operations and to provide guarantees to support its operations in select instances. The Company's principal financial assets include trade and other receivables, and cash and cash equivalents that derive directly from its operations and investments. The Company is exposed to market risk, credit risk, liquidity risk etc. The objective of the Company's financing policy are to secure solvency, limit financial risks and optimise the cost of capital. The Company's capital structure is managed using equity and debt ratios as part of the Company's financial planning.
a. Market Risk
Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices.
Market risk comprises three types of risk : interest rate risk, currency risk and other price risk, such as equity price risk. Financial instruments affected by market risk include loans and borrowings, deposits, investments and derivative financial instruments. The Company has designed risk management frame work to control various risks effectively to achieve the business objectives. This includes identification of risk, its assessment, control and monitoring at timely intervals.
The above mentioned risks may affect the Company's income and expenses, or the value of its financial instruments.
The Company’s exposure to and management of these risks are explained below:
i. Foreign Currency Risk:
The Company is subject to the risk that changes in foreign currency values impact the Company’s export, import and other payables.
The Company is exposed to foreign exchange risk arising from various currency exposures, primarily with respect to US Dollar (USD), Euro (EUR), Great Britain Pound (GBP) and Canadian Dollar (CAD).
The Company manages currency exposures within prescribed limits, through use of derivative instruments such as Options, futures and Forward contracts etc. Foreign currency transactions are covered with strict limits placed on the amount of uncovered exposure, if any, at any point in time.
The carrying amount of the Company’s foreign currency denominated monetary assets and liabilities as at the end of the reporting period is as follows :
The following table demonstrates the sensitivity to a 5% increase/decrease in foreign currencies exchange rates, with all other variables held constant.
5% increase or decrease in foreign exchange rate will have the following impact on before profit before tax and impact on equity.
ii. Forward foreign currency contracts
It is the policy of the Company to enter into forward foreign currency contracts to cover foreign currency payments in USD and Euro. The Company enters in to contracts with terms up to 360 days. The Company’s philosophy does not permit any speculative calls on the currency. It is driven by conservatism which guides that we follow conventional wisdom by use of Forward contracts in respect of Trade transactions.
Regulatory Requirements: The Company will alter its hedge strategy in relation to the prevailing regulatory framework and guidelines that may be issued by RBI, FEDAI or ISDA or other regulatory bodies from time to time. Forward cover is obtained from bank for each of the aggregated exposures and the Trade deal is booked. The forward cover deals are all backed by actual trade underlines and settlement of these contracts on maturity are by actual delivery of the hedged currency for settling the underline hedged trade transaction.
iii. Interest Rate
Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. During the year the Company is less exposed to interest rate risk because the Company has borrowed funds substantially at Fixed interest rates. The interest rate risk is managed by the Company by the use of interest rate swap wherever relevant and by monitoring monthly cash flow which is reviewed by management to prevent loss of interest.
The sensitivity analysis below have been determined based on the exposure to interest rates on the borrowings at the end of the reporting period. For floating rate borrowings, the analysis is prepared assuming the amount of borrowing outstanding at the end of the reporting period was outstanding for whole of the year. A 100 basis point increase or decrease is used when reporting interest rate risk internally to key management personnel.
The sensitivity disclosed in the above table is attributable to variable interest rate borrowings and the interest swaps. The above sensitivity analysis is based on a reasonably possible change in the under-lying interest rate of the Company’s borrowings in ', USD (being the significant currencies in which it has borrowed funds), while assuming all other variables (in particular foreign currency rates) to be constant.
The sensitivity disclosed in the above table is attributable to variable interest rate borrowings . The above sensitivity analysis is based on a reasonably possible change in the under-lying interest rate of the Company’s borrowings in ' & USD (being the significant currencies last year in which it has borrowed funds), while assuming all other variables (in particular foreign currency rates) to be constant.
iv. Price risk
The Company is exposed to price risk due to its Investment in equity instruments and mutual funds. The fair value of a financial instrument will fluctuate due to changes in market traded price. As at March 31,2024, the carrying value of such equity instruments recognized at FVTOCI amounts to ' 26.01 Lakhs (As at March 31, 2023 '15.80 Lakhs) and carrying value of such mutual funds recongnised at FVTPL amounts to ' 821.14 Lakhs (As at March 31, 2023 ' 762.87 Lakhs).
Price risk sensitivity:
10% increase or decrease in prices will have the following impact on profit/(loss) before tax and on other components of equity.
Credit risk refers to risk that a counterparty will default on its contractual obligations resulting in financial loss to the Company by failing to discharge its contractual obligations as agreed. The Company’s exposure to credit risk arises primarily from financial assets such as trade receivables, derivative financial instruments, other balances with banks, loans and other receivables. The outstanding trade receivables are regularly monitored and appropriate action is taken for collection of overdue receivables. Credit risk arising from derivative financial instruments and other balances with banks is limited and there is no collateral held against these because the counterparties are banks and recognized financial institutions with high credit ratings assigned by the international credit rating agencies. The companies exposure are continuously monitored.
In addition, the Company is exposes to credit risk in relation to financial guarantees given to banks for the facilities availed by subsidiary. The Company’s maximum exposures in this respect is the maximum amount the Company would have to pay if the guarantee is called upon.
The Company uses a provision matrix to determine impairment loss on portfolio of its Trade Receivables. The provision matrix is based on its historically observed default rates over the expected life of the Trade Receivable and is adjusted for forwardlooking estimates. At every reporting date, the historically observed default rates are updated and changes in forward-looking estimates are analysed. The Company follows a simplified approach (i.e. based on life time ECL) for recognition of impairment loss allowances on trade receivables. For the purpose of measuring the life time ECL allowance for trade receivables, the Company uses a provision matrix which comprises a customer spread across the geographical areas and the same are grouped into homogenous group and assessed for impairment collectively. The outstanding trade receivables are regularly monitored and appropriate action is taken for collection of overdue receivables.
Liquidity risk is the risk that the Company will encounter difficulty in meeting obligations associated with financial liabilities that are settled by delivering cash or another financial asset. Liquidity risk may result from an inability to sell a financial asset quickly at close to its fair value The Company maintains a cautious liquidity strategy, with a positive cash balance throughout the year. Management monitors the Company’s liquidity position through rolling forecasts on the basis of expected cash flows. Cash flow from operating activities provides the funds to service and finance the financial liabilities. The Company’s approach for managing liquidity is to ensure that it will have sufficient liquidity to meet its liabilities when they are due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to Company’s reputation. In addition, processes and policies related to such risks are overseen by the senior management. The management monitors the Company’s net liquidity position through rolling forecasts on the basis of expected cash flows.
The table below provides details regarding the remaining contractual maturities of Company’s financial liabilities at the reporting date based on contractual undiscounted payments.:
Financing arrangement
The Company has sufficient sanctioned line of credit from its bankers / financiers; commensurate to its business requirements. The Company reviews its line of credit available with bankers and lenders from time to time to ensure that at all point of time there is sufficient availability of line of credit.
The Company pays special attention to the net operating working capital invested in the business. In this regard, as in previous years, considerable work has been performed to control and reduce collection periods for trade and other receivables, as well as to optimise accounts payable with the support of banking arrangements to mobilise funds.
43. FINANCIAL INSTRUMENTS
The fair values of the financial assets and liabilities are defined as 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.
Valuation
i. The fair values of investment in government securities and quoted investment in equity shares is based on the current bid price of respective investment as at the Balance Sheet date.
ii. The fair value of Foreign Currency Forward contracts is determined using forward exchange rates at the balance sheet date.
iii. The carrying amount of financial assets and financial liabilities measured at amortised cost in the financial statements are a reasonable approximation of their fair values since the Company does not anticipate that the carrying amounts would be significantly different from the values that would eventually be received or settled.
iv. The fair values for long term loans, long term security deposits given and remaining non current financial assets were calculated based on cash flows discounted using a current lending rate. They are classified as level 3 fair values in the fair value hierarchy due to the inclusion of unobservable inputs.
v. The fair values of long term security deposits taken and non-current borrowings are based on discounted cash flows using a current borrowing rate. They are classified as level 3 fair values in the fair value hierarchy due to the use of unobservable inputs.
Fair Value measurement hierarchy
The fair value of financial instruments as referred below have been classified into three categories depending on the inputs used in the valuation technique.
The hierarchy gives the highest priority to quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and lowest priority to unobservable inputs (Level 3 measurements).
The categories used are as follows:
Level 1: Unadjusted quoted prices for identical instruments in an active market;
Level 2: Directly or indirectly observable market inputs, other than Level 1 inputs; and Level 3: Inputs which are not based on observable market data.
45*| EXPORT BENEFITS RoDTEP
The Company is also entitled to Remission of Duties and Taxes on Exported Products (RoDTEP) scheme w.e.f. January 1,2021 vide Public Notice No.19/2015-20 notified on August 17, 2021. Accordingly, the Company has recognized benefits of ' 328.75 Lakhs in the year ended March 31,2024 (year ended March 31,2023'382.43 Lakhs).
49*| EQUITY SETTLED SHARE BASED PAYMENTS EMPLOYEE STOCK OPTION PLAN A. ESOP - I
On February 3, 2022, pursuant to approval by the shareholders in the AGM, the Board has been authorized to introduce, offer, issue and provide share-based incentives to eligible employees of the Company "Foods & Inns Limited - Employee Stock Option Plan 2021’ ("ESOP 2021"/ "Plan") for grants of 14,66,760 stock options convertible into equivalent to number of equity shares of ' 1 each at exercise price of ' 54 .
B. ("ESOP 2023" Plan A")and ("ESOP 2023 Plan B")
On August 7, 2023, pursuant to approval by the shareholders in the AGM, the Nomination and Remuneration Committee of the Company, has considered and approved the grants of 1,73,000 Options stock options convertible into equivalent to number of equity shares of ' 1 each at exercise price of ' 81 to eligible employees under "Foods & Inns Limited - Employee Stock Option Plan 2023' ("ESOP 2023" Plan A" and "Plan B").
The expected life of options is calculated based on the simplified method and is calculated as the average of the minimum life (vesting period) and the maximum life (i.e. vesting period exercise period)
During the year ended March 31, 2024, the Company recorded an employee stock compensation expense of ' 265.98 Lakhs (year ended March 31,2023'377.98 Lakhs) in the Statement of Profit and Loss and the balance in share options outstanding account as at March 31,2024 is ' 534.21 Lakhs (as at March 31,2023'403.68 Lakhs).
During the year ended March 31,2024, employee stock options amounting to 23,110 numbers were cancelled on account of cessation of employment without relevant employee exercising their stock option (year ended March 31,2023: 10,000 numbers). The options so cancelled has been reduced from outstanding stock option and added back to the balance in General Reserve account.
~| ADDITIONAL REGULATORY INFORMATION DETAILED IN CLAUSE 6L OF GENERAL INSTRUCTIONS GIVEN IN PART I OF DIVISION II OF THE SCHEDULE III TO THE COMPANIES ACT, 2013 ARE FURNISHED TO THE EXTENT APPLICABLE TO THE COMPANY.
(i) The Company has not revalued its property, plant and equipment (including right-of-use assets) or intangible assets during the year ended March 31,2024 and March 31,2023.
(ii) The Company does not hold any Investment Property. Accordingly, reporting on fair valuation of Investment Property is not applicable.
(iii) The Company does not hold any Intangibles assets under development. Accordingly, reporting on Intangibles assets under development, ageing and completion schedule is not applicable.
(iv) The Company does not have any benami property, where any proceeding has been initiated or pending against the Company for holding any benami property.
(v) The Company has borrowings from banks on the basis of security of current assets and quarterly returns or statements of stock filed by the Company are in agreement with the books of accounts.
(vi) The Company is not declared as wilful defaulter by any bank or financials institution or lender during the year.
(vii) The Company has not traded or invested in Crypto currency or Virtual Currency during the financial year.
(viii) The Company does not have any such transaction which is not recorded in the books of accounts that has been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (such as, search or survey or any other relevant provisions of the Income Tax Act, 1961).
(ix) The Company has complied with the number of layers for its holding in downstream companies prescribed under clause (87) of section 2 of the Companies Act, 2013 read with the Companies (Restriction on number of Layers) Rules, 2017.
(x) The Company has not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding that the Intermediary shall:
a. 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
b. provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.
(xi) The Company has not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) with the understanding (whether recorded in writing or otherwise) that the Company shall:
a. 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
b. provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
(xii) The Company has not undertaken any transactions with companies struck off under section 248 of the Companies Act, 2013 or section 560 of the Companies Act, 1956.
53. As per the Ministry of Corporate Affairs (MCA) notification, proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014, for the financial year commencing April 1, 2023, every company which uses accounting software for maintaining its books of account, shall use only such accounting software which has a feature of recording audit trail of each and every transaction, creating an edit log of each change made in the books of account along with the date when such changes were made and ensuring that the audit trail cannot be disabled. The interpretation and guidance on what level edit log and audit trail needs to be maintained evolved during the year and continues to evolve.
In Company’s SAP software, the audit trail is enabled at an application level for all the tables and fields for maintenance of books of accounts and relevant transactions. However, Company has not been enabled with the feature of audit trail log at the database layer to log direct transactional changes, due to present design of ERP
1
Export obligations against the advance licence of ' 34.18 Lakhs (Year Ended March 31,2023 - ' 215.03 Lakhs) have already been fulfilled by the Company. However, procedural formalities for the closure of the Advance Licences are pending.
|