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You can view the entire text of Notes to accounts of the company for the latest year

BSE: 505725ISIN: INE598D01027INDUSTRY: Finance & Investments

BSE   ` 1248.25   Open: 1249.80   Today's Range 1225.00
1250.00
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1619.80
Year End :2023-03 

Cash at banks earns interest at floating rates based on daily bank deposit rates. Short-term deposits are made for varying periods of between one day and three months, depending on the immediate cash requirements of the group, and earn interest at the respective short-term deposit rates.

(i) Refer note 30 - Financial risk management for information about credit risk and market risk of other financial assets.

(ii) The carrying amounts of financial assets are considered to be a reasonable approximation of their fair values.

The Company has given unsecured loan to its Holding entity (refer note 28) at an interest rate of 10% and the loan is repayable in full by the borrower with in 15 days from the end of last day of 11 calendar months from disbursement. There borrower can pre-pay principal and/or interest without any charges or penalties. . The borrower has utilised the loans for its principal business activities only.

(i) Refer note 30 - Financial risk management for information about credit risk and market risk of other financial assets.

(ii) The carrying amounts of financial assets are considered to be a reasonable approximation of their fair values.

(ii) Terms/Rights attached to equity shares

The Company has one class of equity shares having a par value of Rs.2 each [previous year Rs.2]. Each holder of equity shares is entitled to one vote per share. The dividend, if any, proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting, except in case of Interim dividend.

In the event of liquidation of the Company, the equity shareholders are eligible to receive 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.

The shareholders have all other rights as available to equity shareholders as per provisions of the Companies Act, 2013 read together with the Memorandum and Articles of Association of the Company, as applicable.

The Company has SEBI MTF facilities from two stock-brokers. The rate of interest ranges between 10.00% - 12.00%. The facilities are secured by the pledge of underlying investments acquired under such facilities. The borrowing facility is for a short-term and are repayable on demand. Margin requirement are as per SEBI norms.

(b) Revolving loan facility

Nature of facility:- Revolving loan facility- Loan amount of Rs. 2,500 lakh

Rate of Interest:- Interest @ 12%-16% per annum, charged on calendar monthly basis on daily outstanding basis & payable within next calendar month. .

Security:-

1. Equitable Mortgage of Office Space in the name of Nirmal Buildwell Real Estate LLP, a related party.

2. Equitable Mortgage of Property owned by Dhruv Devansh Investment & Finance LLP, a related party

(c) From related parties

- the loan (and interest thereon) is unsecured and repayable with in 15 days from the end of last day of 11 calendar months from disbursement. The loan carries an interest of 10% per annum. The Company can pre-pay principal and/or interest without any charges or penalties.

26 Discontinued operations i) Discontinued operations

The Company had closed the only manufacturing facility in the year 2017. Results of the manufacturing operations that were discontinued are disclosed as discontinued operations. Further, during the quarter ended 31-Dec-2018, the Company had substantially completed the settlement of liabilities and realisation of assets, pertaining to its discontinued operations. The adjustments in the current period pertain to changes in the settlement of those liabilities.

(iii) Contingent liabilities:

(a) Provision for gratuity (defined benefit obligation)

The labour union had submitted a demand notice to the Management of the Company for revision of wages and other amenities. This notice was under negotiation when without any prior notice, the workers staged a walk out on 22-May-2020 bringing the production and all aligned activities to a complete standstill. All efforts by the management as well as the labour department to find a resolution to the strike were unsuccessful.

The Hon'ble Governor of Haryana issued orders declaring the strike to be illegal and directed the workers to join duty with in 3 days of the order and refer the dispute to the labour court panipat.

This too had no affect on the labour union and the workers resorted to unrest and production shut down on 3 separate occasions causing heavy losses to the Company. The strike continued, forcing the management to issue notice of forfeiture of Gratuity and all other dues include lien on service of all workers on payrolls.

The notice regarding the forfeiture of gratuity and other dues was challenged by some of the workers through Labour office, Sonipat where the matter was dismissed in favour of the Company. Thereafter, the workers appealed before the Dy. Labour Commissioner, Rohtak where DLC ruled the matter in favour of the workers i.e. against the Company. The learned DLC chose to pass this order without giving due consideration to the actual facts of the case and therefore, the Management then had no option but to approach the High Court, Chandigarh vide writ petition no. 18716/2018 and the case was decided against the Company on 06-Mar-2020. Management has filed a revision petition on a larger bench on 05-July-2020 and the petition has been admitted for hearing on merit 22-Mar-2022.

Pursuant to the judgement of the double bench of the Hon'ble High Court of Punjab and Haryana at Chandigarh relating to the gratuity claims of certain employees, the Company has received additional claims during the year ended 31-March-2023 and subsequently. Consequently, the Company has re-assessed the potential claims and recorded appropriate accruals in the financial statements for the year ended 31-March-2023 on a prudent basis.

The Company is carrying a total provision of Rs.307.21 lakh (previous year Rs. 147.52 lakh ) in the books of account. Based on the opinion of legal counsels, the management believes that the provision recorded is sufficient to cover for the eligible claims. .

* During the financial year 2020-21 the Company has received rectification order dated 16-July-2020 reducing the VAT/CST for the Assessment year 2014-15 from Rs. 41.83 lakh to Rs. 10.13 lakh and for the assessment year 2015-16 from Rs. 21.49 lakh to Rs. 14.05 lakh. Consequent to the aforesaid reduction, the amounts had been reversed through statement of profit and loss.As at the year ended 31-March-2022 the Management was contesting the residual demand before the respective authorities. However, the Company had recorded a provision for the demand outstanding. These demands were settled during the year. Therefore, the entire provision has been reversed during the current financial year through statement of profit & loss.

27 Detail of dues to micro and small enterprises defined under the MSMED Act 2006

Disclosure of payable to vendors as defined under the "Micro, Small and Medium Enterprise Development Act, 2006" is based on the information available with the Company regarding the status of registration of such vendors under the said Act, as per the intimation received from them on requests made by the Company. There are no overdue Principal amounts/interest payable amounts for delayed payments to such vendors at the Balance Sheet date. There are no delays in payment made to such suppliers during the year or for any earlier years and accordingly, there is no interest paid or outstanding interest in this regard in respect of payments made during the year or brought forward from previous years.

29 Financial Instruments (A) Fair value hierarchy

Some of the Company's assets and liabilities are measured at fair value for financial reporting purpose. 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. Financial assets and financial liabilities measured at fair value in the financial statements are grouped into three levels of a fair value hierarchy under Ind AS categorized into Level 1, 2, or 3 based on the degree to which the inputs to the fair value measurement are observable and the significance of the inputs to the fair value measurement in its entirety, which are described as follows:

Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities that the Company can access at measurement date

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; and

Level 3: Inputs for the asset or liability that are not based on observable market data (unobservable inputs) that the Company can access at measurement date.

During the year, there were no transfers between level 1 and level 2, and no transfers into and out of level 3 fair value measurements.

Fair value of financial assets and financial liabilities that are not measured at fair value (but fair value disclosures are required)

Other financial assets and liabilities. The Management consider the carrying values of Other Cash and cash equivalents, Bank balances other than cash and cash equivalents, trade payables and other financial liabilities (except derivative financial instruments) approximate their carrying amounts largely due to the short-term maturities of these instruments..

(B) Risk Management

The Company has a system-based approach to risk management, anchored to policies and procedures and internal financial controls aimed at ensuring early identification, evaluation and management of key financial risks (such as market risk, credit risk and liquidity risk) that may arise as a consequence of its investing and financing activities. Accordingly, the Company's risk management framework has the objective of ensuring that such risks are managed within acceptable and approved risk parameters in a disciplined and consistent manner and in compliance with applicable regulation. It also seeks to drive accountability in this regard.

Financial risk management

Financial Risk Evaluation and Management is an ongoing process within the Company. The Company has a system based risk management framework to identify, monitor, mitigate and minimise risks arising from financial instruments. The Company is exposed to market, credit and liquidity risks. The Board of Directors ('Board') oversee the management of these risks through its Risk Management Policy. The Company's Risk Management Policy has been formulated and approved by the Board. The Policy articulates on the Company's approach to address uncertainties in its endeavour to achieve its stated and implicit objectives. It also prescribes the roles and responsibilities of the Company's management, the structure for managing risks and the framework for risk management. The framework seeks to identify, assess and mitigate risks in order to minimise potential adverse effects on the Company's financial performance. All derivative activities for risk management purposes are carried out by specialist teams that have the appropriate skills, experience and supervision. The Board of Directors reviews and agrees on policies for managing each of these risks, which are summarised below. This note explains the sources of risk which the entity is exposed to and how the entity manages the risk.

(I) Credit risk

The Company's activities expose it to market risk, liquidity risk and credit risk. The Company's board of directors has overall responsibility for the establishment and oversight of the Company's risk management framework. This note explains the sources of risk which the entity is exposed to and how the entity manages the risk and the related impact in the financial statements. The Company's risk management is carried out as per the policies approved by the board of director.

(a) Credit risk management

(i) Credit risk rating

The Company assesses and manages credit risk of financial assets based on following categories arrived on the basis of assumptions, inputs and factors specific to the class of financial assets.

A: Low credit risk B: Moderate credit risk C: High credit risk

Based on business environment in which the Company operates, a default on a financial asset is considered when the counter party fails to make payments within the agreed time period as per contract. Loss rates reflecting defaults are based on actual credit loss experience and considering differences between current and historical economic conditions.

Assets are written off when there is no reasonable expectation of recovery, such as a debtor declaring bankruptcy, advance not recoverable or a litigation decided against the Company. The Company continues to engage with parties whose balances are written off and attempts to enforce repayment. Recoveries made are recognised in statement of profit and loss.

(b) Liquidity Risk

(i) Continued operations

The Company's current assets aggregate to Rs.5,954.93 lakh (previous year- Rs.1,048.99 lakh) including current investments, cash and cash equivalents and other bank balances of Rs.30.52 lakh (previous year-Rs.29.87 lakh) against an aggregate current liabilities of Rs.3,424.75 lakh (previous year- Rs. 6.48 lakh); Non-current deferred tax liabilities amounting to Rs.Nil (previous year- Rs. 131.41 lakh).

(ii) Discontinued operations

The Company's current assets aggregate to Rs. 95.11 lakh (Previous year- Rs.9.65 lakh) against an aggregate current liability of Rs.322.21 lakh (Previous year- Rs. 186.70 lakh);

Further, while the Company's total equity stands at Rs. 3,428.71 lakh (Previous year- Rs. 3,354.17 lakh). In such circumstances, liquidity risk or the risk that the Company may not be able to settle or meet its obligations as they become due, is low.

Prudent liquidity risk management implies maintaining sufficient cash and marketable securities to meet obligations when due.

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 and considering the level of liquid assets necessary to meet these, monitoring balance sheet liquidity ratios against internal and external regulatory requirements and evaluation of debt financing plans, if any required..

(c) Market risk

Market risk has been further classified into Foreign currency risk, Interest rate risk and price risk (i) Foreign currency risk

The Company does not have a significant foreign currency risk as it does not have any exposure in foreign currency as at the year end. The Company has no-hedge policy for its foreign currency items as these are insignificant. Therefore, the sensitivity to foreign currency fluctuation is not relevant

(ii) Price risk

The Company holds investments and measures them at fair value through Profit and Loss/other comprehensive income. The fair value of investments of such equity instruments (FVTPL) as at 31-March-2023 is Rs. 1,266.88 lakh (previous year - Rs.270.55 lakh) and FVOCI is Rs. 549.40 lakh (previous year - Rs. 3,067.20 lakh). Accordingly, fair value fluctuations arising from market volatility is recognised in statement of Profit and Loss/other comprehensive income.

(iii) Interest rate risk

The unsecured loans taken during the year were all fixed interest rate borrowings. Further, treasury activities, focused on managing investments in equity/debt instruments, are centralised and administered under a set of approved policies and procedures guided by the tenets of liquidity, safety and returns. This ensures that investments are only made within acceptable risk parameters after due evaluation..

31 Capital management policies and procedures

For the purpose of the Company's capital management, capital includes issued capital and all other equity reserves attributable to the equity shareholders of the Company. The primary objective of the Company when managing capital is to safeguard its ability to continue as a going concern and to maintain an optimal capital structure so as to maximize shareholder value. As at 31-March-2023, the Company has only one class of equity shares. In order to maintain or achieve an optimal capital structure, the Company allocates its capital for the re-investment into business based on its long-term financial plans.

(iii) The Company has not traded or invested in Crypto currency or Virtual Currency.

(iv) 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;

(v) 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

(vi) The Company does not have any such transactions which are not recorded in the books of account that have 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.

(vii) The Company has borrowings from bank or financial institution. However, there is no charge on any assets of the Company that is required to be registered with RoC. Accordingly, no disclosure is required with reference to wilful defaulter and registration/satisfaction of charges with registrar of companies.

(viii) The Company does not have any investment in any downstream subsidiary, joint venture, associate. Therefore, compliance with number of layers of subsidiary is not applicable on the Company.

(ix) The Company did not enter into any scheme of arrangements in terms of sections 230 to 237 of the Companies Act, 2013 except as explained at note 37.

37 The Board of Directors of the Company in their meeting held on 10 March 2023, approved a draft Composite Scheme of Arrangement ("The Scheme") between the Company i.e. Algoquant Fintech Limited (resulting company), Growth Securities Private Limited (demerged company) and Algoquant Investments Private Limited (Formerly Mandelia Investments Private Limited), whereby the stock broking business of Growth Securities shall be demerged into the resulting company on a going concern basis and also Algoquant Investments Private Limited shall merge in to the resulting company. The Company is in the process of undertaking necessary regulatory steps as enunciated under various applicable laws and regulations including filing the Scheme with the National Company Law Tribunal for approval. The Scheme is subject to requisite approvals and therefore, no adjustments have been made to the financial statement of the Company as of and for the year ended 31-March-2023 with respect to the Scheme.