Other intangible assets as at 31 March 2025 and as at 31 March 2024 comprises of software's, Technical know-how, Customer Relationship and product development charges.
On transition to Ind AS (i.e. 1 April 2016), the Company has elected to continue with the carrying value of all Intangible assets measured as per the previous GAAP and use that carrying value as the deemed cost of Intangible assets.
Impairment testing of Goodwill
During the current year ended on 31 March 2025, the Company has entered into a business combination with AmberPR Technoplast India Private Limited , whereby it acquired an organised workforce, property, plant and equipment, intangible assets, certain other assets and liabilities generating goodwill of ' 1,236.35 Lakh through slump sale (refer note 61).
The Company performed its annual impairment test of goodwill for the year ended 31 March 2025. The recoverable amount of a CGU is its value-in-use (using discounted cash flow approach). In case of discounted cash flow method, the projected cash flows are discounted at an appropriate discount rate to arrive at the present value of the Company, the discount rate considered for such discounting is based on the weighted-average cost of capital.
The key assumptions used for the calculations are as follows:
• Long term growth rate - 5.00% (31 March 2024: 5.00%)
• Discount rate - 12.70% (31 March 2024: 14.60%)
As at 31 March 2025, the estimated recoverable amount of the CGU exceeded its carrying amounts. Accordingly, no impairment of goodwill has been recorded in statement of profit and loss. Management believes that any reasonable possible changes in the projected financial budgets and other assumptions would not cause the carrying amount to exceed the recoverable amount of the cash generating unit
(i) (a) The Company has acquired 23,814 equity shares of AmberPR Technoplast India Private Limited ("AmberPR") on
1 December 2021, which represents 73% of the total share capital for a consideration of ' 3,000.00 Lakh. The Company has also written a put option and simultaneously bought a call option for acquisition of remaining 27% stake in AmberPR and accordingly, recognised ' 647.30 Lakh as net derivative liability for acquisition of remaining shares, which was revalued as net derivative asset of ' 92.22 Lakh, based on valuation report of an independent valuer. During the year ended 31 March 2024, the Company has acquired the remaining 27% stake in AmberPR for total consideration of ' 944.24 Lakh, consequent to which AmberPR has became a wholly owned subsidiary of the Company. Accordingly, derivative asset of ' 92.22 Lakh have been de-recognised in the statement of profit and loss.
(i) (b) The Company has acquired part of the business of AmberPR Technoplast India Private Limited under business transfer
agreement dated 30 September 2024 through a slump sale on a going concern basis for a lump sum purchase consideration of ' 1,867.74 Lakh with an effective date for the transfer set for 1 October 2024. This business transfer agreement has been accounted in accordance with appendix C of Ind AS 103 - Business Combinations and refer note 61 for details.
(ii) The Company has acquired 15,000 equity shares of Pravartaka Tooling Services Private Limited ("Pravartaka") on 1 February 2022, which represents 60% of the total share capital, by investing ' 2,200.05 Lakh as subscription amount, which was paid at the date of acquisition. The Company has also written a put option and simultaneously bought a call option for acquisition of remaining 40% stake in Pravartaka and accordingly, recognised ' 124.19 Lakh as net derivative asset for acquisition of remaining shares. As on 31 March 2025, the management has revalued the aforesaid net derivative asset as net derivative liability of ' 1,088.42 Lakh (31 March 2024: ' 1,088.66 Lakh), based on valuation report of an independent valuer. For details of method and assumptions used for the valuation refer note 52.
(iii) The Company has subscribed 3,100, 9% Optional Fully Convertible Debentures ('OFCD') of IL JIN Electronics (India) Private Limited ('IL JIN') of ' 10 Lakh each for aggregating to amounting ' 31,000 Lakh for investment made by IL JIN. During the year ended 31 March 2025, the Company has exercised the option of conversion of such OFCD into equity share and pursuant to said conversion IL JIN issued 20,46,002 fully paid up equity shares at ' 1,515.15 per share (including premium of ' 1,505.15 per share) to the Company. Further, on 12 June 2024, the Company has acquired additional 1,81,282 equity shares of IL JIN amounting to ' 3,322.90 Lakh at ' 1,833 per share from its minority shareholders. Resulting to conversion of OFCD and additional acquisition, the Company's shareholding increased from 70.00% to 90.22% in IL JIN.
In addition to above, increase in Investment in IL JIN is on account of stock option exercised by employees of IL JIN under Employee Stock Options Scheme of the Company and recognised deemed investment for accounting of stock option exercised by employees of investee company, treated as investment amounting to ' 27.44 lakhs (31 March 2024: ' Nil lakhs).
(iv) Increase in Investment in PICL (India) Privtae Limited ('PICL') is on account of stock option exercised by employees of PICL under Employee Stock Options Scheme of the Company and recognised deemed investment for accounting of stock option exercised by employees of investee company, treated as investment amounting to ' 13.72 lakhs (31 March 2024: ' Nil lakhs).
(v) On 25 May 2024, the Company has acquired additional 11,06,937 equity shares of Ever Electronics Private Limited amounting to ' 6,863.01 Lakh at ' 620 per share from its minority shareholders. Resulting to same, the Company's shareholding increased from 70.00% to 90.22% in Ever electronics Private Limited.
(vi) The Board of Directors of the Company, at their meeting held on 10 February 2024 approved formation of a joint venture alliance with LCGC Resolute Appliances LLP for undertaking investment in Amber Resojet Private Limited (formerly known as "Resojet Private Limited") an existing company, which will become a Joint Venture to carry on the business of manufacturing of fully automatic top loading and front-loading washing machines and its components. On 21 March 2024, the definitive agreements have been executed by the Company to acquire 50% stake in Amber Resojet Private Limited. On 4 May 2024, the Company has acquired 50% stake through primary investment in equity share capital of Amber Resojet Private Limited for consideration of ' 3,500 Lakh. Pursuant to the said acquisition, Resojet has become a Joint Venture Company of the Company.
(vii) Investments at fair value through OCI (fully paid) reflect investment in quoted debt securities. These securities are designated as FVTOCI as these debt securities meet SPPI test and are held in a business model whose objective is met both by collecting contractual cash flows and selling the asset. Refer note 52 for determination of their fair values.
(viii) Following the impairment testing principles of Ind AS 36 "Impairment of Assets" the Company has assessed the recoverable amount of the investment in its subsidiaries companies and joint venture companies. The recoverable amount is higher of fair value less cost to disposal and value in use. The investment made by the Company in the subsidiaries and joint venture are strategic investments. Basis independent valuation done by external valuer and internal assessment done by the management, considering the present value of projected future cash flow from business of the subsidiary companies and joint venture and considering value of surplus assets, the management is confident that the impairment in the value of investments, if any, is temporary in nature and thereby no impact for the reduction in the value needs to be considered in the financial statements. The value in use of the underlying investment is determined basis discounted cash flow model. The discounted cash flow calculations uses management assumptions and pre tax cash flow projections based on financed budgets approved by respective entities management covering a 5 to 7 years period. Cash flow projection beyond 5 to 7 years time period are extrapolated using the estimated growth rates which is consistent with forecasts included in industry reports specific to industry in which the component operates. The following assumptions has been considered by the independent valuer in the valuation done for the year ending:
Based on the analysis, management believes that adequate headroom is available and change in any of above assumption would not cause any material possible change in carrying value of the subsidiary companies over and above its recoverable amount, other than those already accounted.
Sensitivity analysis of assumptions
The Company has performed sensitivity analysis on the key assumptions by /- 2% for each of the assumptions used and ensured that the valuation is appropriate and there is no further impairment.
(i) Terms/rights attached to equity shares
The Company has only one class of equity shares having a par value of ' 10 each. Each holder of equity share is entitled to one vote per share. In the event of liquidation of the Company, 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.
Nature and purpose of other equity Securities premium
Securities premium represents premium received on issue of shares. The securities premium can be utilised in accordance with the provisions of the Companies Act, 2013.
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. The purpose of these transfers was to ensure that if a dividend distribution in a given year is more than 10% of the paid-up capital of the Company for that year, then the total dividend distribution is less than the total distributable results for that year. 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. However, the amount previously transferred to the general reserve can be utilised only in accordance with the specific requirements of Companies Act, 2013.
Employee stock option outstanding account
The Employee stock options outstanding account is used to recognise the grant date fair value of options issued to employees under the Company's stock option plan.
Perpetual debt instruments through OCI
The Company recognises changes in the fair value of debt instruments held with business objective of collect and sell in other comprehensive income. These changes are accumulated within the Debt instruments through Other Comprehensive Income within equity. The Company transfers amounts from this reserve to the statement of profit and loss when the debt instrument is sold. Any impairment loss on such instruments is reclassified immediately to the statement of profit and loss.
Retained earnings
Surplus in the statement of profit and loss are the profits that the Company has earned till date, less any transfers to general reserve, dividends or other distributions paid to shareholders. Retained earnings include re-measurement (loss) on defined benefit plans, net of taxes that will not be reclassified to Statement of Profit and Loss.
a. Details of security of current borrowings other than current maturities of non-current borrowings for the year ended 31 March 2025
Cash credits (including fixed deposit overdraft and debt instruments overdraft), buyers credit and working capital demand loans are secured by first pari passu charge on all the present and future current assets of the Company, first pari passu charge on all the present and future moveable fixed assets (excluding those which are under exclusive hypothecated with other Banks/ Financial institutions) of the Company, first pari passu charge by way of mortgage of land and building located at Plot No. C-1, Phase-II, Focal Point, Rajpura, Punjab and 15th Km Stone, Gurgaon Jhajjar Road, Village Dadri Toe, Distt: Jhajjar (Haryana) in the name of the Company.
Terms of repayment and interest rate for the year ended 31 March 2025
Working capital demand loans from banks amounting to ' 21,112.02 Lakh, carrying interest rate at 7.00% to 8.44% p.a. are repayable over a maximum period of 86 days
Buyers credits from banks amounting to ' 36,138.84 Lakh carrying interest rate SOFR 0.32 to SOFR 0.45 are repayable over a maximum period of 180 days.
Cash credit amounting to ' 9.65 Lakh carrying interest rate at 7.50% p.a. are repayable on demand.
b. Details of security of current borrowings other than current maturities of non-current borrowings for the year ended 31 March 2024
Cash credits (including fixed deposit overdraft and debt instruments overdraft), buyers credit, bills discounted and working capital demand loan facilities are secured by first pari passu charge on all the present and future current assets of the Company, first pari passu charge on all the present and future moveable fixed assets (excluding those which are under exclusive hypothecated
with other Banks/Financial institutions) of the Company, first pari passu charge by way of mortgage of land and building located at Plot No. C-1, Phase-II, Focal Point, Rajpura, Punjab and 15th Km Stone, Gurgaon Jhajjar Road, Village Dadri Toe, Distt: Jhajjar
(Haryana) in the name of the Company.
Terms of repayment and interest rate for the year ended 31 March 2024
Working capital demand loans from banks amounting to ' 19,696.74 Lakh, carrying interest rate at 7.50% to 8.48% p.a. are repayable over a maximum period of 56 days.
Buyers credits from banks amounting to ' 17,921.63 Lakh carrying interest rate SOFR 0.32 to SOFR 0.65 are repayable over a maximum period of 180 days.
Bills discounted amounting to ' 11,961.12 Lakh carrying interest rate at 7.60% to 7.61% p.a. are repayable during the period from 17 April 2024 to 15 May 2024.
c. The Company has borrowings from banks on the basis of security of current assets and quarterly returns or statements of current assets filed by the Company with banks are in agreement with the books of accounts.
(i) During the year ended 31 March 2021, the Company had entered into second amendment to share purchase agreement dated 17 September 2020 for settlement of the deferred consideration and acquisition of remaining stake in Sidwal Refrigeration Industries Private Limited. Consequently, the Company has extinguished the deferred consideration liability of ' 263.09 Lakh and recognised the gain on settlement of deferred consideration in statement of profit and loss as per the terms of said agreement. The Company has re-assesed and recognised additional ' 34.38 Lakh during the current year. As at 31 March 2025, ' 84.82 Lakh (31 March 2024: ' 50.43 Lakh) is still outstanding as per the terms of said agreement.
(ii) Derivative instruments at fair value through profit or loss reflect the positive change in fair value of those foreign exchange forward contracts that are not designated in hedge relationships, but are, nevertheless, intended to reduce the level of foreign currency risk for expected sales and purchases.
_4M commitments
|
|
(Amount in ' Lakhs)
|
|
As at
31 March 2025
|
As at
31 March 2024
|
Estimated amount of contracts remaining to be executed on capital account not provided for (net of advances) for acquisition of Property, plant and equipment
|
5,101.89
|
4,302.30
|
~| CONTINGENT LIABILITIES #
|
|
(Amount in ' Lakhs)
|
|
As at
31 March 2025
|
As at
31 March 2024
|
Demands/Claims from Government authorities
|
|
|
a) Sales tax [refer note (i) below]
|
22.92
|
22.92
|
b) Goods and services tax [refer note (ii) below]*
|
2,877.12
|
122.51
|
c) Income-tax other than transfer pricing adjustments [refer note (iii) below]
|
410.21
|
68.90
|
d) Income-tax transfer pricing adjustments [refer note (iv) below]
|
-
|
342.44
|
e) Octroi tax
|
15.58
|
15.58
|
Other claims against the Company not acknowledged as debts
|
|
|
f) On account of claims by vendors
|
12.39
|
12.39
|
g) Bonus [refer note (v) below]
|
1.60
|
1.60
|
h) Corporate guarantees issued in favour of :
|
|
|
PICL (India) Private Limited
|
11,507.00
|
12,034.89
|
IL JIN Electronics (India) Private Limited
|
25,905.00
|
14,431.30
|
Ever Electronics Private Limited
|
2,917.00
|
1,567.70
|
Sidwal Refrigeration Industries Private Limited
|
22,410.96
|
9,387.40
|
Pravartaka Tooling Services Private Limited
|
5,748.00
|
2,995.60
|
(i) Includes amount paid under protest ' 18.39 Lakh (31 March 2024 : ' 18.39 Lakh).
(ii) Includes amount paid under protest ' 168.17 Lakh (31 March 2024 : ' 122.51 Lakh).
(iii) Includes amount paid under protest ' 36.47 Lakh (31 March 2024 : ' 36.37 Lakh).
(iv) The stated amount reflect the estimated disputed tax amount on an adjustment of ' Nil Lakh (March 31,2024'1,141.70 Lakh) for the assessment year 2017-18 in profit for transfer pricing on account of shortfall of margin/arm's length price as per order received under section 92CA(3). The Company has filed objection against such order with Hon'ble Dispute Resolution Panel (DRP) in accordance with section 144C of Income Tax Act, 1961 for erroneous calculation of margin/arm's length price . The case has been decided in the favour of Company with nil demand.
(v) The Payment of Bonus (Amendment) Act, 2015 dated 31 December 2015 (which was made effective from 01 April 2014) revised the thresholds for coverage of employee eligible for Bonus and also enhanced the ceiling limits for computation of bonus. However, taking cognizance of the stay granted by various High Courts, the Company has not recognised any differential amount of bonus for the period 1 April 2014 to 31 March 2015 and accordingly has recognised the expense as per the amended provisions w.e.f. 1 April 2015 and onwards.
# The Company is subject to legal proceedings and claims, which have arisen in the ordinary course of business. Based on discussions with the solicitors/favourable decisions in similar cases/legal opinions taken by the Company, the management does not expect these claims to succeed and hence, no provision there against is considered necessary.
* Includes net amount of possible contingency evaluated by the management (including for SCN received for which demand has not yet been received as at the balance sheet date).
The Taxation Laws (Amendment) Act, 2019 has amended the Income-tax Act, 1961 to provide an option to the Company to pay
Income-tax at concessional rate of 22% plus applicable surcharge and cess, subject to certain specified conditions, as compared to the present rate of 30% plus applicable surcharge and cess for the assessment year 2020-21 onwards. The Company expects to avail the lower tax rate from a later financial year and accordingly remeasured deferred tax at such concessional rate, only to the extent that the deferred tax assets are expected to be realised or deferred tax liabilities are expected to be settled in the periods during which the Company expects to be subject to lower tax rate.
Unused tax credits MAT credit
The Company had unused MAT credit amounting to ' 4,193.70 Lakh as at 31 March 2025 (31 March 2024: ' 6,112.24 Lakh). MAT
paid can be carried forward for a period of 15 years and can be set off against the future tax liabilities. MAT is recognised as a deferred tax asset only when the asset can be measured reliably and it is probable that the future economic benefit associated with the asset will be realised.
Capital losses
During the year ended 31 March 2021, the Company has not recognised the deferred tax of ' 67.88 Lakh on unused long term capital losses under the head Capital Gains as the Company is not likely to generate taxable income under the same head in foreseeable future. These losses will expire in financial year ending 31 March 2029.
~| EARNINGS PER SHARE (EPS)
Basic EPS amounts are calculated by dividing the profit for the year attributable to equity holders by the weighted average number of equity shares outstanding during the year. Diluted EPS amounts are calculated by dividing the profit attributable to equity holders of the Company by the weighted average number of equity shares outstanding during the year plus the weighted average number of equity shares that would be issued on conversion of all the potential dilutive equity shares into equity shares.
5o|LEASES Company as a lessee
The Company has leases for office premises, factory lands and related facilities. With the exception of short-term leases, each lease is reflected on the balance sheet as a right-of-use asset and a lease liability. The Company classifies its right-of-use assets in a consistent manner to its property, plant and equipment.
Each lease generally imposes a restriction that, unless there is a contractual right for the Company to sublet the asset to another party, the right-of-use asset can only be used by the Company. For leases over factory premises, the Company must keep those properties in a good state of repair and return the properties in their original condition at the end of the lease.
The Company also has certain leases of machinery with lease terms of 12 months or less and leases of office equipment with low value. The Company applies the 'short-term lease' and 'lease of low-value assets' recognition exemptions for these leases.
B. The Company had total cash outflows for leases of ' 2,729.84 Lakh in the year ended 31 March 2025 (31 March 2024: ' 2,293.76 Lakh). The Company also had non-cash additions to right-of-use assets and lease liabilities of ' 3,635.95 Lakh in the year ended 31 March 2025 (31 March 2024: ' 678.17 Lakh).
C. The Company has several lease contracts that include extension and termination options. These options are negotiated by management to provide flexibility in managing the leased-asset portfolio and align with the Company's business needs. Management exercises significant judgement in determining whether these extension and termination options are reasonably certain to be exercised (see note 2).
A Disclosure of gratuity
(i) The Company has a defined benefit gratuity plan (funded). The Company's defined benefit gratuity plan is a final salary plan for employees, which requires contributions to be made to a separately administered fund. Gratuity (being administered by a Trust) is computed as 15 days salary, for every completed year of service or part thereof in excess of 6 months and is payable on retirement/termination/resignation. The Gratuity plan is governed by the Payment of Gratuity Act, 1972. Under the act, employee who has completed five years of service is entitled to specific benefit. The level of benefits provided depends on the member's length of service and salary at retirement/termination/resignation. The Gratuity plan for the Company is a defined benefit scheme where annual contributions as demanded by the insurer are deposited to a Gratuity Trust Fund established to provide gratuity benefits. The Trust has taken an insurance policy, whereby these contributions are transferred to the insurer. The Company makes provision of such gratuity asset/liability in the books of account on the basis of actuarial valuation carried out by an independent actuary.
~| FAIR VALUE DISCLOSURES i) Fair values hierarchy
Financial assets and financial liabilities measured at fair value in the financial statement are divided into three Levels of a fair value hierarchy. The three levels are defined based on the observability of significant inputs to the measurement, as follows: Level 1: Quoted prices (unadjusted) in active markets for financial instruments.
Level 2: The fair value of financial instruments that are not traded in an active market is determined using valuation techniques which maximise the use of observable market data rely as little as possible on entity specific estimates.
Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in level 3.
A. Valuation process and technique used to determine fair value
(a) In order to arrive at the fair value of derivative liability, the Company obtained fair value of options using monte carlo simulation method with the assistance of valuation expert.
(b) The fair value of investments in quoted debt instruments is based on the current bid price of respective investment as at the balance sheet date.
(c) The fair value of investments in unquoted equity shares is based on the discounted future cash flows of respective investment.
(d) The fair value of foreign exchange forward contracts is based on valuation techniques, which employs the use of market observable inputs of pricing of forward contracts as at the balance sheet date.
(e) There have been no transfer between three levels defined above during the year ended 31 March 2025 and 31 March 2024.
The management assessed that cash and cash equivalents, other bank balances, trade receivables, trade payables and current borrowings approximate their carrying amounts largely due to the short-term maturities of these instruments. The fair value of the financial assets and liabilities is included at the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale. The following methods and assumptions were used to estimate the fair values:
(i) Long-term fixed-rate receivables are evaluated by the Company based on parameters such as interest rates, specific country risk factors and individual creditworthiness of the customer. Based on this evaluation, allowances are taken into account for the expected credit losses of these receivables.
(ii) The fair values of the Company's interest-bearing borrowings, loans and other financial liabilities are determined by using DCF method using discount rate that reflects the issuer's borrowing rate as at the end of the reporting period. The own non-performance risk as at 31 March 2025 and as at 31 March 2024 was assessed to be insignificant.
(iii) All the other long term borrowing facilities availed by the Company are variable rate facilities which are subject to changes in underlying interest rate indices. Further, the credit spread on these facilities are subject to change with changes in Company's creditworthiness. The management believes that the current rate of interest on these loans are in close approximation from market rates applicable to the Company. Therefore, the management estimates that the fair value of these borrowings are approximate to their respective carrying values.
(iv) There have been no transfer between three levels defined above during the year ended 31 March 2025 and 31 March 2024.
A) Credit risk
Credit risk is the risk that a counterparty fails to discharge an obligation to the Company. The Company is exposed to this risk for various financial instruments, for example by granting loans and receivables to customers, placing deposits, etc. The Company's maximum exposure to credit risk is limited to the carrying amount of following types of financial assets.
- cash and cash equivalents,
- trade receivables,
- loans and receivables carried at amortised cost,
- deposits with banks, and
- investment in perpetual debt instruments
a) Credit risk management
The Company assesses and manages credit risk based on internal credit rating system, continuously monitoring defaults of customers and other counterparties, identified either individually or by the Company, and incorporates this information into its credit risk controls. Internal credit rating is performed for each class of financial instruments with different characteristics. The Company assigns the following credit ratings to each class of financial assets based on the assumptions, inputs and factors specific to the class of financial assets.
A: Low B: Medium C: High
Assets under credit risk -
Cash and cash equivalents and bank deposits
Credit risk related to cash and cash equivalents and bank deposits is managed by only accepting highly rated banks and diversifying bank deposits and accounts in different banks.
Trade receivables
The Company closely monitors the credit-worthiness of the debtors through internal systems that are configured to define credit limits of customers, thereby, limiting the credit risk to pre-calculated amounts. The Company assesses increase in credit risk on an ongoing basis for amounts receivable that become past due.
Other financial assets measured at amortised cost
Other financial assets measured at amortised cost includes loans and advances to employees, security deposits and others. Credit risk related to these other financial assets is managed by monitoring the recoverability of such amounts continuously, while at the same time internal control system in place ensure the amounts are within defined limits.
Investment in perpetual debt instruments
For Investments in perpetual debt instruments, counterparty risk are in place to limit the amount of credit exposure to any one counterparty. This results in diversification of credit risk for Company's investments in perpetual debt instruments.
The Company provides for expected credit losses on loans and advances by assessing individual financial instruments for expectation of any credit losses. Since this category includes loans and receivables of varied natures and purpose, there is no trend that the Company can draws to apply consistently to entire population. For such financial assets, the Company's policy is to provides for 12 month expected credit losses upon initial recognition and provides for lifetime expected credit losses upon significant increase in credit risk. The Company does not have any expected loss based impairment recognised on such assets considering their low credit risk nature, though incurred loss provisions are disclosed under each sub-category of such financial assets.
B) Liquidity risk
Prudent liquidity risk management implies maintaining sufficient cash and marketable securities and the availability of funding
through an adequate amount of committed credit facilities to meet obligations when due. Due to the nature of the business, the Company maintains flexibility in funding by maintaining availability under committed facilities. Management monitors rolling
forecasts of the Company's liquidity position and cash and cash equivalents on the basis of expected cash flows. The Company takes into account the liquidity of the market in which the entity operates. In addition, the Company's liquidity management
policy involves projecting cash flows in major currencies and considering the level of liquid assets necessary to meet these, monitoring balance sheet liquidity ratios against internal and external regulatory requirements and maintaining debt financing plans.
(ii) Assets
The Company's fixed deposits are carried at amortised cost and are fixed rate deposits. They are therefore not subject to interest rate risk as defined in Ind AS 107, since neither the carrying amount nor the future cash flows will fluctuate because of a change in market interest rates.
The Company's investments in perpetual debt instruments are carried at fair value through other comprehensive income and are fixed rate investments. They are therefore not subject to interest rate risk as defined in Ind AS 107.
The Company has advanced loans (other than loans to employees which are interest free) at variable interest rates. The loans are therefore subject to interest rate risk as defined in Ind AS 107.
~| CAPITAL MANAGEMENT
For the purpose of the Company's capital management, capital includes issued equity capital, securities premium and all other equity reserves attributable to the equity holders of the Company. The primary objective of the Company's capital management is to maximise the shareholder value.
The Company manages its capital structure and makes adjustments in light of changes in economic conditions and the requirements of the financial covenants. To maintain or adjust the capital structure, the Company may adjust the dividend payment to shareholders, return capital to shareholders or issue new shares. The Company monitors capital using a debt equity ratio, which is total borrowing divided by total equity.
The Company includes within total borrowing, interest bearing loans, borrowings and lease liabilities.
The Company's primary business segment is reflected based on principal business activities carried on by the Company. Chairman and Managing Director have been identified as the Chief Operating Decision Makers ('CODM') and evaluates the Company's performance and allocates resources based on analysis of the various performance indicators of the Company as a single unit. Therefore, there are no separate reportable business segments as per Ind AS 108- Operating Segments. The Company operates in one reportable business segment i.e., manufacturing of consumer durable products and is primarily operating in India and hence, considered as single geographical segment (refer note 57 for revenue by geography). Majority of the revenue is derived from one geography and four external customers (who individually constitutes more than 10% of the Company's total revenue) amounting to ' 3,19,583.35 Lakh (31 March 2024: ' 1,71,940.36 Lakh from three external customers who individually constitutes more than 10% of the Company's total revenue).
~| REVENUE FROM CONTRACTS WITH CUSTOMERS
Indian Accounting Standard 115 Revenue from Contracts with Customers (”Ind AS 115"), establishes a framework for determining whether, how much and when revenue is recognised and requires disclosures about the nature, amount, timing and uncertainty of revenues and cash flows arising from customer contracts. Under Ind AS 115, revenue is recognised through a 5-step approach:
(i) Identifying the contract with a customer
(ii) Identifying the performance obligations
(iii) Determining the transaction price
(iv) Allocating the transaction price to the performance obligations
(v) Recognising revenue when/as performance obligation(s) are satisfied.
(a) Disaggregation of revenue
(i) The Company do not have any Benami property, where any proceeding has been initiated or pending against the Company for holding any Benami property under the Prohibition of Benami Property Transactions Act, 1988 and rules made thereunder.
(ii) The Company don't have any transactions with the companies struck off under section 248 of Companies Act, 2013 or section 560 of Companies Act, 1956 for the year ended 31 March 2025 and 31 March 2024.
(iii) The Company does not have any charges or satisfaction which are yet to be registered with the Registrar of Companies beyond the statutory period other than those mentioned in note 22(i).
(iv) The Board of Directors of the Company, at their meeting held on 22 October 2024 and AmberPR Technoplast India Private Limited (AmberPR) ), at their meeting held on 21 October 2024 has approved the scheme of amalgamation among Amber Enterprises India Limited and AmberPR Technoplast India Private Limited. The Board of Directors of the Company and AmberPR has further approved the said scheme to revise the appointed date of the scheme to 01 April 2025 from the earlier approved date of 01 April 2024 in their meeting dated 17 May 2025 and 12 May 2025 respectively. The Company is in the process of filing the scheme with NCLT for required approvals. The effect of the scheme would be recognised on receipt of requisite approvals in accordance with Ind AS 103 “Business Combination"
(v) The Company has not advanced or loaned or invested funds to any other person or entity, 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.
(vi) The Company has not received any fund from any person or entity, 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.
(vii) 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).
(viii) The Company has not traded or invested in crypto currency or virtual currency during the current or previous year.
(ix) The Company has not been declared as wilful defaulter by any bank or financial institution or other lender.
6l| BUSINESS COMBINATIONS OF ENTITIES UNDER COMMON CONTROL
The Company has acquired part of the business of AmberPR Technoplast India Private Limited ('AmberPR') under business transfer agreement dated 30 September 2024 through a slump sale on a going concern basis for a lump sum purchase consideration of ' 1,867.74 Lakh with an effective date for the transfer set for 01 October 2024.
The slump sale has been identified as business combinations of entities under Common Control and accordingly the Company has applied principles of Appendix C to Ind-AS 103 - 'Business Combinations. As per Appendix C, the Company have recorded all the assets and liabilities of acquired business of AmberPR at the carrying values as appearing in the consolidated financial statements of the Company from the beginning of the earliest period presented irrespective of actual date of the combination i.e. as at 01 April 2023 using “Pooling of Interest Method" The inter-Company balances between the Company and the AmberPR, appearing in the books of the Company have been eliminated.
The deficit arising after taking effect of the above have been transferred to retained earnings in the financial statements of the Company.
(i) Purchase consideration of ' 1,867.74 Lakh is as per Business transfer agreement dated 30 September 2024 and calculated basis carrying values of assets transferred by AmberPR on the date of slump sale.
(ii) Since the slump sale has been accounted Appendix C to Ind-AS 103 - 'Business Combinations, the Company has cancelled the investment of AmberPR to the extent incremental assets and liabilities recorded of AmberPR appearing in the consolidated financial statement of the Company, however there is no reduction in the number of shares held by the Company in AmberPR.
(iii) This represents difference between net identified assets acquired and the purchase consideration as per Business transfer agreement, The deficit arising after taking effect of the above slump sale have been transferred to retained earnings in the financial statements of the Company.
62| The Company has appointed independent consultants for conducting a transfer pricing study to determine whether the international transactions with associate enterprises and specified domestic transactions were undertaken at “arm's length basis". Adjustments, if any arising from the transfer pricing study shall be accounted for as and when the study is completed. The management confirms that all international transactions with associate enterprises and specified domestic transactions are undertaken at negotiated contracted prices on usual commercial terms. Transfer pricing certificate under Section 92E for the year ending 31 March 2024 has been obtained and there are no adverse comments requiring adjustments in these accounts.
63| The Company has used accounting software for maintaining its books of account which has a feature of recording audit trail (edit log) facility and the same has operated throughout the year for all relevant transactions recorded in the software, except that audit trail feature is not enabled at the database level insofar as it relates to D365 accounting software. Further no instance of audit trail feature being tampered with was noted in respect of accounting software where the audit trail has been enabled. Additionally, the audit trail of prior years has been preserved by the Company as per the statutory requirements for record retention to the extent it was enabled and recorded in the respective years.
6fr| In pursuant to the recent amendment in Companies (Accounts) Rules 2014, the Company is maintaining proper books of account and other relevant books and papers in electronic mode which is accessible in India at all times. However, the books of account maintained in electronic mode is currently not being backed-up on daily basis on a server physically located in India for a period not more than 28 days in the accounting software due to design issue of Microsoft D365 accounting software.
|