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

BSE: 504959ISIN: INE755D01015INDUSTRY: Engineering - Heavy

BSE   ` 2601.90   Open: 2605.00   Today's Range 2601.90
2621.90
-38.55 ( -1.48 %) Prev Close: 2640.45 52 Week Range 2021.00
3030.00
Year End :2023-12 

(1) Freehold Land includes ? 10,000/- being face value of 100 shares of Gujarat Vepari Mahamandal Sahakari AudhyogikVasahat Ltd.

(2) Title deeds of all immovable properties are held in the name of the company.

(3) The Company has elected to continue with the carrying value for all of its Property, plant and eguipments as recognised in its previous GAAP (Indian accounting principle generally accepted in India as prescribed under section 133 of the Companies Act, 2013 read with the Companies (Accounts Rules, 2014), as deemed cost at the transition date i.e. 1st January, 2016 as per option permitted under Ind AS 101 for the first time adoption. Accordingly, the accumulated depreciation / amortisation as at transition dare was eliminated against gross carrying amount of the assets.

1 The Company has used a practical expedient by computing the expected credit loss allowance for trade receivables based on a provision matrix. The provision matrix takes into account historical credit loss experience and adjusted for forward-looking information. The expected credit loss allowance is based on ageing of the days the receivables are over/past due below is the movement of expected credit loss allowance:

2 The company does not have unbilled revenue at balance sheet date and hence not disclosed above.

3 No trade receivables are due from directors or other officers of the Company or any of them either severally or jointly with any other person. Further, no trade receivables are due from firms or private companies in which any director is a partner, a director or a member, other than dues from related parties disclosed as mentioned in note 30.

4 For terms and conditions relating to related party receivables, refer note 30. Trade receivables are non-interest bearing and are generally on terms of 30 to 120 days.

1 Deposits are made for varying periods of between one week and one year, depending on the immediate cash requirements of the Company, and earn interest at the respective short-term deposit rates.

2 Margin money deposits are marked as lien against the outstanding bank guarantees and to avail overdraft facility from bank.

3 During the year Company has been sanctioned overdraft facility of ' 250 Million against a security of bank deposits. There is no requirement of filing quarterly returns with the bank for such overdraft facility.

1 The fair value of non-current financial assets is not materially different from the carrying value presented.

2 I ncludes margin money deposits of ' 18.72 Million (31st December, 2022: ' 27.78 Million) marked as lien against outstanding bank guarantees and facilities for forward contract, overdraft and stand by letter of credit from bank .

b) Terms/rights attached to equity shares:

The Company has only one class of equity shares having a par value of ' 10 per share. Each holder of equity shares is entitled to one vote per share held.

In the event of liquidation of the Company, the holders of equity shares shall be entitled to receive any of the residual assets of the Company, after distribution of all preferential amounts. The amount distributed will be in proportion to the number of equity shares held by the shareholders.

(i) Capital Reserve is created on account of business combination transaction between the Company and SPGPrints B.V.

(ii) Capital Redemeption Reserve created on redemption of Redeemable Preference shares. The reserve can be utilised in accordance with the provisions of the Companies Act, 2013.

(iii) Securities Premium represents the premium received on issue of shares over and above the face value of equity shares. The reserve is available for utilisation in accordance with the provisions of the Companies Act, 2013.

(iv) General Reserve is used from time to time to transfer profits from retained earnings for appropriation purposes. As the general reserve is created by a transfer from one component of equity to another and is not an item of other comprehensive income, items included in the general reserve will not be reclassified subsequently to profit or loss.

(v) Retained Earnings can be distributed by the Company as dividend to its equity shareholders and the same is determined based on the financial statements of the Company and also considering the requirements of the Companies Act, 2013.

(vi) This reserve represents the cumulative gains and losses arising on revaluation of equity instruments measured at fair value through other comprehensive income.

1 The Company has made provision for disputed Labour matters for ' 4.89 Million (31st December, 2022: ' 4.89 Million) for claim filed by employees for claiming Voluntary Retirement Scheme (VRS) benefit in earlier years.

2 A provision is recognised for expected warranty claims on products sold during the year, based on past experience of level of repairs and returns. It is expected that this cost will be incurred by end of next financial year. Assumptions used to calculate the provision for warranties were based on current sales level and information for best possible estimate available on returns.

27 DISCLOSURES AS REQUIRED BY IND AS - 19 EMPLOYEE BENEFITS:

(a) Defined Contribution Plan :

The Company operate defined contribution plans in the form of provident and other funds. The Company has no obligation, other than the contribution payable to the provident and other funds. The Company recognizes contribution payable to the provident and other funds as an expense, when an employee renders the related service.

(b) Defined Benefit Plans :

The Company operates a defined benefit plan (the Gratuity plan) covering eligible employees, which provides a lump sum payment to vested employees at retirement, death, incapacitation or termination of employment, of an amount based on the respective employee's salary and the tenure of employment. The scheme is funded with the Life Insurance Corporation of India in form of a Group Gratuity Policy. The gratuity plan is governed by the Payment of Gratuity Act, 1972. Under the act, employee who has completed five years of service is entitled to specific benefit. The level of benefits provided depends on the member's length of service and salary at retirement age.

The following tables summarise the components of net benefit expense recognised in the statement of profit and loss and the funded status and amounts recognised in the balance sheet for the gratuity plan.

The estimates of future salary increases, considered in actuarial valuation, take account of inflation, seniority, promotion and other relevant factors, such as supply and demand in the employment market.

vi. Sensitivity Analysis

Significant actuarial assumptions for the detemination of the defined benefit obligation are discount rate, expected salary increase and mortality. The sensitivity analysis below have been determined based on reasonably possible changes of the assumptions occurring at the end of the reporting period, while holding all other assumptions constant. The sensitivity analyses may not be representative of an actual change in the defined benefit obligation as it is unlikely that changes in assumptions would occur in isolation from one another. The results of sensitivity analysis is given below:

viii. Asset Liability Matching Strategies

The Company has purchased insurance policy, which is basically a year-on-year cash accumulation plan in which the interest rate is declared on yearly basis and is guaranteed for a period of one year. The insurance Company, as part of the policy rules, makes payment of all gratuity outgoes happening during the year (subject to sufficiency of funds under the policy). The policy, thus, mitigates the liquidity risk. However, being a cash accumulation plan, the duration of assets is shorter compared to the duration of liabilities. Thus, the Company is exposed to movement in interest rate (in particular, the significant fall in interest rates, which should result in a increase in liability without corresponding increase in the asset).

ix. Effect of Plan on Entity's Future Cash Flows a) Funding arrangements and Funding Policy

The Company has purchased an insurance policy to provide for payment of gratuity to the employees. Every year, the insurance Company carries out a funding valuation based on the latest employee data provided by the Company. Any deficit in the assets arising as a result of such valuation is funded by the Company.

The average future duration of the defined benefit plan obligation at the end of the reporting period is 11 years (31st December, 2022: 17 years).

(c) Other long-term employee benefits:

The actuarial liability for compensated absences as at year ended 31st December, 2023 is '26.64 Million (non-current provision '23.83 Million and current provision '2.81 Million). The same as at year ended 31st December, 2022 is '23.53 Million (non-current provision is '21.72 Million and current provision '1.81 Million).

The estimates of future salary increases, considered in actuarial valuation, take account of inflation, seniority, promotion and other relevant factors, such as supply and demand in the employment market.

28 LEASES

Operating Lease : As a Lessor

The Company has entered into cancellable lease agreements for use of certain area of its building premises for a period of one year. The lease rentals aggregating ' 0.88 Million (31st December, 2022: ' 2.59 Million) have been included under the head "Other Income” Note 18 "Lease Rentals” of Statements of Profit and Loss.

29 CONTINGENT LIABILITIES AND CAPITAL COMMITMENTS: a) Contingent Liabilities not provided for in respect of

(' in Million)

As at

As at

31st December, 2023

31st December, 2022

Disputed labour matters #

4.00

4.00

Disputed Income tax matters a

4.38

4.38

Disputed Indirect tax matters*

1.09

1.09

9.47

9.47

# Disputed Labour matters include ' 4.00 Million (31st December, 2022: ' 4.00 Million) for claim filed by employees for compensation under Voluntary Retirement Scheme (VRS) benefit in earlier years.

A Disputed Income tax matters include:

1) Demand from Income tax authorities for payment of additional income taxes of ' 4.30 Million (31st December, 2022: ' 4.30 Million) for the assessment year 2017-18 for matter related to disallowance of provision for warranty expenditure against which Company has preferred an appeal before appropriate authorities. Against this tax matter company has paid ' 0.80 Million (31st December, 2022: ' 0.80 Million) under protest.

2) Demands from Income tax authorities for payment of additional income taxes of ' 0.08 Million (31st December, 2022: ' 0.08 Million) for the assessment year 2013-14 for matters related to disallowance of weighted deduction claimed u/s 35(2AB) of the Income Tax Act, 1961, against which Company has preferred an appeal before appropriate authorities.

* Disputed Indirect tax matters include:

1) Service tax demands for credit taken on sales commission expense for the period february 2013 to february 2016 of ' 1.09 Million (31st December, 2022: ' 1.09 Million), against which the Company has appealed before appropriate authorities. The Company has paid ' 0.65 Million (31st December, 2022: ' 0.65 Million) under protest against this matter.

b) Capital Commitments

Estimated amount of contracts remaining to be executed on capital account and not provided for (Net of Capital

Advances) as at 31st December, 2023 is ' 3.31 Million (31st December, 2022 is ' 0.85 Million).

Notes:

(1) The key managerial personnel are covered by the Company's gratuity policy along with other employees of the company. The proportionate amount of gratuity pertaining to the Key Managerial Persons has not been included in the aforementioned disclosures as these are not determined on individual basis and the management considered disclosure is not material.

(2) Transaction entered into with related party are made on terms equivalent to those that prevail in arm's length transactions. Outstanding balances at the year-end are unsecured and interest free and settlement occurs in cash other than for advance.

(3) The Company has not provided any commitment to the related party as at 31st December, 2023 (31st December, 2022: Nil).

(4) Sitting fees and commission to independent directors as well as variable pay to key managerial personnel are disclosed on actual payment basis.

32 SEGMENT REPORTING A Basis for segmentation

The chief operational decision maker monitors the operating results of its Business segment separately for the purpose of making decision about resource allocation and performance assessment. Segment performance is evaluated based on profit or loss and is measured consistently with profit or loss in the financial statements. Operating segment have been identified on the basis of nature of products and other quantitative criteria specified in the Ind AS 108.

Segment revenue and results:

The expenses / income which are not directly attributable to any business segment are shown as unallocable expenditure. The assets/ liabilities which are not directly attributable to any business segment are shown as unallocable assets / liabilities.

Segment assets and liabilities:

Segment assets include all operating assets used by the operating segment and mainly consist of property, plant and equipment, trade receivables, Inventory and other operating assets. Segment liabilities primarily include trade payable and other liabilities. Common assets and liabilities which can not be allocated to any of the business segment are shown as unallocable assets / liabilities.

C Information about secondary business segments

The Company uses same set of assets for the sales made in the India and outside India. The expenses incurred for sales to be made in India and outside are Common. Accordingly, geographical segment is analysed based on the location of customers. The following provides an analysis of the Company's sales by geographical Markets:

* Segment revenue is based on location of customer

** Segment assets based on geographical location of assets. Non-current operating assets exclude Investment, Deferred tax assets, Tax paid under protest and Income-tax receivables (net of provision for taxation).

The Company does not derive revenue in excess of 10% from any customer for the year ended 31st December, 2023 (31st December, 2022 ' Nil).

The management assessed that the fair value of cash and cash equivalents, other bank balances, trade receivables, other financial assets, trade payables and other financial liabilities approximate their carrying amounts largely due to short term maturities of these instruments.

35 FAIR VALUE HIERARCHY

The following table provides the fair value measurement hierarchy of Company's assets and liabilities:

Quantitative disclosures fair value measurement hierarchy for financial assets and financial liabilities as at 31st December, 2023 and 31st December, 2022

36 FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES

The Company's principal financial liabilities comprises of trade and other payables. The main purpose of these financial liabilities is to finance the Company's operations. The Company's principal financial assets include trade and other receivables, cash & cash equivalents and other bank balance that it derives directly from its operations.

The Company's business activities are exposed to a variety of financial risks, namely market risk, credit risk and liquidity risk. The Company's overall risk management focuses to minimize potential adverse effects of financial risks.

The Company's senior management has overall responsibility for the establishment and oversight of the Company's risk management framework. The Company's senior management is supported by the Board of Directors that advises on financial risks and the appropriate financial risk governance framework for the Company. This committee provides assurance to the Company's senior management that the Company's financial risk activities are governed by appropriate policies and procedure and that financial risks are identified, measured and managed in accordance with the Company's policies and risk objectives. The Board of Directors reviews and agrees policies for managing each risk, which are summarised as below:

(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, foreign currency risk and commodity risk. Financial instruments affected by market risk include debentures, bank deposits, trade receivables, trade and other payables.

Within the various methodologies to analyse and manage risk, Company has assessed risk based on "sensitivity analysis” on symmetric basis. Sensitivity analysis provides an approximate quantification of the exposure in the event that certain specified parameters were to be met under a specific set of assumptions. The risk estimates provided here assume:

- a simultaneous, parallel foreign exchange rates shift in which the INR appreciates / depreciates against all currencies by 5%

The potential economic impact, due to these assumptions, is based on the occurrence of adverse / inverse market conditions and reflects estimated changes resulting from the sensitivity analysis. Actual results that are included in the Statement of profit & loss may differ materially from these estimates due to actual developments in the global financial markets.

The analyses exclude the impact of movements in market variables on: the carrying values of gratuity and provisions. The following assumption has been made in calculating the sensitivity analyses:

- The sensitivity of the relevant statement of profit or loss item is the effect of the assumed changes in respective market risks. This is based on the financial assets and financial liabilities held as at 31st December, 2023 and 31st December, 2022.

Interest rate risk:

I nterest 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. The Company's exposure to the risk of changes in market interest rates relates primarily to the Company's investment in bank deposits. The interest rates for the tenure of the fixed deposits are fixed. However, with the continuous decrease in the returns on fixed deposits, the income earned on such deposits may change in future based on the interest rates.

The sensitivity analysis have been carried out based on the exposure to interest rates for bank deposits:

Foreign currency risk :

Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes in foreign exchange rates. The Company's foreign currency risk arises out of various imports of raw materials and exports of its finished goods.The Company has a forex policy in place where the objective is to mitigate foreign exchange risk by deploying the appropriate hedging strategies through use of foreign currency forward contracts. The Company follows netting principle for managing the foreign exchange exposure.

The carrying amounts of the company's foreign currency denominated monetary assets and liabilities based on gross exposure at the end of the reporting period is given in note no 38.

Foreign currency sensitivity

The following table demonstrates the sensitivity in the USD and EURO to the functional currency of the Company, with all other variables held constant. The Company's exposure to foreign currency changes for all other currencies is not material. There are no forward exchange contracts designated as cash flow hedges and net investment hedges and hence, there is no impact on the Company's pre-tax equity due to changes in the foreign currency rates. The impact on the Company's profit before tax is due to changes in the fair value of monetary assets and liabilities has been given below;

Commodity risk :

The Company is expose to the purchase price volatility of commodity i.e. Nickel based on London Metal Exchange. Any material fluctuation in price is expected to have impact on profitability of the company. As a policy, the company keeps safety stock for couple of month to avoid immediate price impact. Further, the company has made arrangement with its large customers to mitigate risk of such price fluctuation built in its nickel price. For other customers, the company appropriately changes its sale price to minimise the impact on profitability.

Considering above, the company manages its commodity risk quite successfully and hence the management believe that sensitivity disclosure is not required to be given as there are no major impact on profitability of the company.

(b) Credit risk :

Credit risk is the risk that counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. The Company is exposed to credit risk related to operating activities (primarily trade receivables) and from its financing activities, including deposits with banks, foreign exchange transactions and other financial instruments. The Company does not have significant credit risk exposure to any single counterparty.

Trade receivables

Customer credit risk is managed by each division subject to the established policy, procedures and control relating to customer credit risk management. Credit risk is managed through credit approvals and establishing credit limits. Outstanding customer receivables are regularly monitored. The Company has concentration of credit risk with respect to one customer as at 31st December, 2023 i.e. SPGPrints Baski Sistemleri Tic. Ltd. §ti - ' 52.21 Million (31st December, 2022'25.31 Million).

The Company has used a practical expedient by computing the expected loss allowance for trade receivable based on historical credit loss experience and adjusted for forward-looking information. The expected credit loss allowance is based on the ageing of the days the receivables are due. The details disclose related to ageing and provision movement has been given in note no 7.

Financial Instruments and cash deposits

Credit risk from balances with banks is managed by the Company's finance department. The Company's maximum exposure to credit risk from balance with bank is the carrying value of each class of financial assets disclosed in note no 8.

(c) Liquidity risk :

Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they become due. The Company manages its liquidity by ensuring that it will always have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses.

The Company maintained a cautious liquidity strategy, with a positive cash balance throughout the year ended 31st December, 2023 and 31st December, 2022. Cash flow from operating activities provides the funds to service the financial liabilities on a day-to-day basis.

The Company regularly monitors the rolling forecast to ensure it has sufficient cash on an on-going basis to meet operational needs. Any Short term cash generated, over and above its working capital management and other operational requirement, is retained as cash and cash equivalents (to the extent required) and any excess is invested in term deposits with appropriate maturities to optimise the cash returns on investments while ensuring sufficient liquidity to meet its liabilities.

The Company's approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity to meet its liabilities when due without incurring unacceptable losses or risking damage to the Company's reputation. The Company ensures that it has sufficient fund to meet expected operational expenses, servicing of financial obligations.

The table below summarises the maturity profile of the Company's financial liabilities based on contractual undiscounted payments.

37 CAPITAL MANAGEMENT

For the purpose of the Company's capital management, capital includes issued equity capital and all other equity reserves attributable to the equity holders of the Company. The primary objective of the Company's capital management is to ensure that it maintains an efficient capital structure and healthy capital ratios in order to safeguard its ability to continue as a going concern so that they can maximise returns for the shareholders and benefits for other stake holders. The Company manages its capital structure and makes adjustments in light of changes in economic conditions or its business requirements. The Company maintains a debt free status and regularly declares dividend to its shareholders.

No changes were made in the objectives, policies or processes for managing capital during the years ended 31st December, 2023 and 31st December, 2022.

38 DERIVATIVE INSTRUMENTS AND UNHEDGED FOREIGN CURRENCY EXPOSURES

The Company uses foreign currency forward contracts and currency options to hedge its risks associated with foreign currency fluctuations relating to certain firm commitments and forecasted transactions. The use of foreign currency forward contracts is governed by the Company's strategy, which provide principles on the use of such forward contracts consistent with the Company's Risk Management Policy. The Company does not use forward contracts and Currency Options for speculative purposes.

A Decrease was primarily on account of decrease in current assets and increase in current liabilities.

B Decrease on account of decrease in net profit and decrease in net worth.

C Decrease due to decrease of purchases and increase in trade payable.

D Decrease on account of decrease in net profit and there was exceptional income in previous year.

E Decrease on account of decrease in net profit.

43 OTHER STATUTORY INFORMATION

(i) The Company does not have any Benami property, where any proceeding has been initiated or pending against the Company for holding any Benami property.

(ii) The Company does not have any transactions with companies struck off.

(iii) The Company does not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory period.

(iv) The Company has not traded or invested in Crypto currency or Virtual Currency during the financial year.

(v) 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 on behalf of the Ultimate Beneficiaries

(vi) The Company does 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

(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) Additional Regulatory Information/disclosures as required by General Instructions to Division II of Schedule III to the Companies Act, 2013 are furnished to the extent applicable to the Company.

44 The Company received notice from Atul Sugar Screens Private Limited ('Atul') on 10th November, 2020 intimating termination of the Contract Manufacturing Agreement ('CMA'), earlier than the notice period stipulated in CMA entered in April 2018 for manufacturing the sugar sieves for Atul. Pursuant to the above notice, the Company had entered into a "Settlement Agreement" with Atul during September 2021, determining the compensation and schedule of activities for closure of CMA over the period of time not later than July 2022. During the year ended 31st December, 2022, pursuant to completion of activities mentioned in the agreement, the company had recorded consideration for such activity amounting to ' 77.06 million which has been disclosed as 'exceptional item' in these financial statements. The entire consideration as mentioned above is already received during the previous year.

45 EVENTS OCCURRED AFTER BALANCE SHEET DATE:

Board of Directors have recommended the dividend of ' 17 per equity share having face value of ' 10 each (170%) for the financial year ended 31st December, 2023 which is subject to approval of the members at their annual general meeting

46 PREVIOUS YEAR FIGURES:

Previous year figures have been regrouped /reclassified whenever necessary to conform this year's classification.