(b) Terms/rights attached to Equity Shares:
The Company has only one class of issued shares i.e. equity shares having a face value of ' 10/- each. Each holder of equity shares is entitled to one vote per share. The Company declares and pays dividend in Indian Rupees. In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the Company after distribution of all preferential amounts, in the proportion of their shareholdings.
As per records of the Company, including its register of shareholders / members as on March 31,2025, the above shareholding represents legal ownership of shares.
e ) The company has neither issued bonus shares not has bought back any shares during last 5 years.
f) No ordinary shares have been reserved for issue under options and contracts / commitments for the sale of shares/ disinvestment as at the Balance Sheet date.
g) No securities convertible into Equity/ Preference shares have been issued by the Company during the year.
h) No calls are unpaid by any Director or Officer of the Company during the year.
Nature and purpose of other reserves
i) Securities Premium Reserve
Securities premium reserve represents premium received on issue of shares. The reserve is utilised in accordance with the provisions of the Companies Act, 2013.
ii) General Reserve
Under the erstwhile Companies Act 1956, a general reserve was created through an annual transfer of net profit at a specified percentage in accordance with applicable regulations. Consequent to the introduction of the Companies Act, 2013 the requirement to mandatory transfer a specified percentage of net profit to general reserve has been withdrawn.
iii) Retained Earnings
This reserve represents the net profit of company. This reserve can be utilised in accordance with the provisions of Companies Act, 2013.
(a) ' 1,90,653 thousand (Previous year ' 50,000 thousand) from HDFC Bank Ltd. is secured by mortgage of immovable properties of the Company situated at (i) 225C, A. J. C. Bose Road, Kolkata, (ii) NH-6, Salap, P.S. Domjur, Howrah and (iii) Sankrail Industrial Park, Sankrail, Howrah up to ' 200,000 thousand plus outstanding interest and other charges. The loan is repayable in 120 installments and carries rate of interest of 9.50 % p.a. (Floating). Last installment is payable in March, 2034
(b) ' 47,970 thousand (Previous year ' NIL) from HDFC Bank Ltd. is secured by mortgage of immovable properties of the Company situated at (i) 225C, A. J. C. Bose Road, Kolkata, (ii) NH-6, Salap, P.S. Domjur, Howrah and (iii) Sankrail Industrial Park, Sankrail, Howrah up to ' 50,000 thousand plus outstanding interest and other charges. The loan is repayable in 120 installments and carries rate of interest of 9.5 % p.a. (Floating). Last installment is payable in August, 2034
(c) ' 73,000 thousand (Previous year ' NIL) from HDFC Bank Ltd. is secured by mortgage of immovable properties of the Company situated at (i) 225C, A. J. C. Bose Road, Kolkata, (ii) NH-6, Salap, P.S. Domjur, Howrah and (iii) Sankrail Industrial Park, Sankrail, Howrah up to ' 73,000 thousand plus outstanding interest and other charges. The loan is repayable in 120 installments and carries rate of interest of 9.25 % p.a. (Floating). Last installment is payable in March, 2035.
Note - Loans from HDFC Bank Ltd., Kotak Mahindra Bank Ltd and The Federal Bank Ltd. are secured by hypothecation of
vehicles and machineries financed by them. Loan from Punjab National Bank and State Bank of India is/was secured by lien on
Fixed Deposit with them. Different rates of interest are payable against different agreements. The rate given above is the highest
rate for respective Bank.
Note 16(3): Loans from entities other than Banks (Secured) includes:
(a) ' NIL (Previous year ' 1,261 thousand) from Aditya Birla Finance Ltd. was secured by mortgage of immovable property
of the Company situated at NH- 6, Mumbai Highway, Salap More, Howrah and personal guarantee of two Directors of the
Company. The loan was repayable in 89 installments and carries rate of interest of 12.70 % p.a. (Floating). Repaid in full in
July, 2024.
(b) ' NIL (Previous year ' 18,153 thousand) from Aditya Birla Finance Ltd. was secured by mortgage of immovable property
of the Company situated at NH- 6, Mumbai Highway, Salap More, Howrah and personal guarantee of two Directors of the
Company. The loan was repayable in 76 installments and carries rate of interest of 12.70 % p.a.(Floating). Repaid in full in
July, 2024.
(c) ' NIL (Previous year ' 5,826 thousand) from Aditya Birla Finance Ltd. was secured by mortgage of immovable property
of the Company situated at NH- 6, Mumbai Highway, Salap More, Howrah and personal guarantee of two Directors of the
Company. The loan was repayable in 126 installments and carries rate of interest of 12.70 % p.a. (Floating). Repaid in full in July, 2024.
(d) ' NIL (Previous year ' 6,121 thousand) from Aditya Birla Finance Ltd. was secured by mortgage of immovable property of the Company situated at NH- 6, Mumbai Highway, Salap More, Howrah. The loan was repayable in 55 installments and carries rate of interest of 12.70% p.a. (Floating). Repaid in full in July, 2024.
(e) ' NIL (Previous year ' 1,134 thousand) from Aditya Birla Finance Ltd. was an additional loan against original loan of ' 5 Crore granted under EMI moratorium scheme as Covid-19 relief package The loan was repayable in 47 installments and carries rate of interest of 15.70 % p.a. (Floating). Repaid in full in May, 2024.
(f) ' NIL (Previous year ' 1,404 thousand) from Aditya Birla Finance Ltd. was an additional loan against original loan of ' 2 Crore granted under EMI moratorium scheme as Covid-19 relief package The loan was repayable in 52 installments and carries rate of interest of 12.70 % p.a. (Floating). Repaid in full in July, 2024.
(g) ' NIL (Previous year ' 1,573 thousand) from Aditya Birla Finance Ltd. was an additional loan against original loan of ' 2.80 Crore granted under EMI moratorium scheme as Covid-19 relief package. The loan was repayable in 112 installments and carries rate of interest of 12.70 % p.a. (Floating). Repaid in full in July, 2024.
(h) ' NIL (Previous year ' 500 thousand) from Aditya Birla Finance Ltd. was an additional loan against original loan of ' 86 Lakh granted under EMI moratorium scheme as Covid-19 relief package. The loan was repayable in 110 installments and carries rate of interest of 12.70 % p.a. (Floating). Repaid in full in July, 2024.
(i) ' NIL (Previous year ' 468 thousand) from Aditya Birla Finance Ltd. was an additional loan against original loan of ' 80 Lakh granted under EMI moratorium scheme as Covid-19 relief package.The loan was repayable in 120 installments and carries rate of interest of 12.70 % p.a. (Floating). Repaid in full in July, 2024.
(j) ' NIL (Previous year ' 8,067 thousand) from Aditya Birla Finance Ltd. was secured by mortgage of immovable property of the Company situated at Mouza Salap, Domjur, Howrah. The loan was repayable in 61 installments and carries rate of interest of 11.70 % p.a. (Fixed). Repaid in full in July, 2024.
(k) ' NIL (Previous year ' 9,264 thousand) from Aditya Birla Finance Ltd. was secured by mortgage of immovable property of the Company situated at Mouza Salap, Domjur, Howrah and immovable property of M/s Esenzzaro Beverages Pvt. Ltd., a related party, situated at Madhyamgram, North 24 Parganas, West Bengal. The loan was repayable in 134 installments and carries rate of interest of 12.70 % p.a. (Floating). Repaid in full in June, 2024.
(l) ' 1,537 thousand (Previous year ' NIL) from Mahindra and Mahindra Financial Services Ltd. is secured by hypothecation of certain Vehicles financed by them. The loan is repayable in 48 installments and carries rate of interest of 12.25% p.a. Last installment is payable on 10th April, 2028.
(m) ' 7,630 thousand (Previous year ' NIL) from Profectus Capital Pvt. Ltd. is secured by hypothecation of certain machineries financed by them. The loan is repayable in 48 installments and carries rate of interest of 13 % p.a (Fixed). Last installment is payable on 10th January, 2029.
(n) ' 7,214 thousand (Previous year ' NIL) from Profectus Capital Pvt. Ltd. is secured by hypothecation of certain machineries financed by them . The loan is repayable in 36 installments and carries rate of interest of 13% p.a (Fixed). Last installment is payable on 5th March, 2028.
(o) ' NIL (Previous year ' 195 thousand) from Tata Capital Ltd. (Previously Tata Capital Financial Services Ltd.) was secured by hypothecation of certain machinery financed by them. The loan was repayable in 61 installments and carries rate of interest of 15.25 % p.a (Floating). Last installment paid on 5th December, 2024.
(p) ' 5,206 thousand (Previous year ' 7,043 thousand) from Tata Capital Ltd. (Previously Tata Capital Financial Services Ltd.) was secured by hypothecation of certain machineries financed by them. The loan is repayable in 61 installments and carries rate of interest of 11.95 % p.a. (Floating). Last installment is payable on 10th February, 2028.
(q) ' NIL (Previous year ' 54,582 thousand) from Tata Capital Ltd. (Previously Tata Capital Financial Services Ltd.) was secured by mortgage of immovable property of the Company situated at Mouza - Bhagabatipur, Sankrail, Howrah.The loan was repayable in 61 installments and carries rate of interest of 11.70 % p.a. (Floating). Repaid in full in March, 2025.
(a) ' 4,994 thousand (Previous year ' NIL) from ICICI Bank Ltd. The loan is repayable in 36 installments and carries rate of interest of 15 % p.a. (Fixed). Last installment is payable on 5th August, 2027.
(b) ' 6,329 thousand (Previous year ' NIL) from IDFC First Bank Ltd. The loan is repayable in 36 installments and carries rate of interest of 15.50 % p.a. (Fixed). Last installment is payable on 3rd August, 2027.
(c) ' NIL (Previous year ' 93 thousand) from IDFC First Bank Ltd. The loan was repayable in 48 installments and carries rate of interest of 9.25 % p.a. Last installment paid on 2nd August, 2024.
Note 16(5): Loans from entities other than Banks (Unsecured) includes:
(a) ' 4,097 thousand (Previous year ' NIL) from Bajaj Finance Ltd. The loan is repayable in 36 installments and carries rate of interest of 15% p.a.(Fixed). Last installment is payable on 2nd July, 2027.
(b) ' 3,955 thousand (Previous year ' NIL) from Kisetsu Saison Finance (India) Pvt. Ltd. The loan is repayable in 30 installments and carries rate of interest of 15.50% p.a.(Fixed). Last installment is payable on 3rd February, 2027.
(c) ' 3,987 thousand (Previous year ' NIL) from L&T Finance Ltd. The loan is repayable in 36 installments and carries rate of interest of 15% p.a. Last installment is payable on 3rd July, 2027.
d) ' 25,000 thousand (Previous year ' NIL) from Tata Capital Ltd. The loan is repayable in 30 installments and carries rate of interest of 11.50% p.a. (Floating). Last installment is payable on 15th September, 2027.
e) ' NIL (Previous year ' 83 thousand) from Tata Capital Ltd. (Previously Tata Capital Financial Services Ltd.) The loan was repayable in 48 installments and carries rate of interest of 14.00% p.a. Last installment is paid on 3rd September, 2024.
f) ' 6,206 thousand (Previous year ' NIL) from Tata Capital Ltd. The loan is repayable in 36 installments and carries rate of interest of 16 % p.a. (Fixed). Last installment is payable on 3rd August, 2027.
Note : 35
Segment Reporting
The Company operates in one segment only i.e. Beverage, therefore there is no requirement of segment reporting.
Note : 39Financial Instruments
The fair values of the financial assets and liabilities are 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:
Fair value of cash and short-term deposits, trade and other short term receivables, other current liabilities, short term loans from banks and other financial instruments approximate their carrying amounts largely due to the short-term maturities of these instruments.
Financial instruments with fixed and variable interest rates are evaluated by the company based on parameters such as interest rates and individual creditworthiness of the counterparty. Based on this evaluation, allowances are taken into account for the expected losses of these receivables, if any.
The company uses the following hierarchy for determining and disclosing the fair value of financial instruments by valuation technique:
Level 1: Quoted (unadjusted) prices in active markets for identical assets or liabilities
Level 2: Other techniques for which all inputs have a significant effect on the recorded value are observable, either directly or indirectly
Level 3: Techniques which use inputs that have a significant effect on the recorded fair value that are not based on observable market data
Valuation techniques and key inputs:
Level 1: The value of Mutual Funds is based on market price (NAV).
Level 2: At present the Company has no such Financial Assets or Financial Liabilities which are required to be measured by this level of hierarchy.
Level 3: For investments in Equity Instruments, cost has been considered as an appropriate estimate of fair value because of a wide range of possible fair value measurements and cost represents the best estimate of fair value within that range.
FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES
The Company's financial risk management is an integral part of how to plan and execute its business strategies. The Company's financial risk management policy is set by the Board of Directors.
Market Risk
Market risk is the risk of loss of future earnings, fair values or future cash flows that may result from a change in the price of a financial instrument. The value of a financial instrument may change as a result of changes in the interest rates, foreign currency exchange rates, equity prices and other market changes that affect market risk sensitive instruments. Market risk is attributable to all market risk sensitive financial instruments including investments and deposits, foreign currency receivables, payables and loans and borrowings. The Company manages market risk through a finance department, which evaluates and exercises independent control over the entire process of market risk management. The finance department recommends risk management objectives and policies, which are approved by Senior Management and the Audit Committee. The activities of this department include management of cash resources, implementing hedging strategies for foreign currency exposures, borrowing strategies, and ensuring compliance with market risk limits and policies.
Interest Rate Risk
Interest rate risk is the risk that the fair value or future cash flow of a financial instrument will fluctuate because of changes in market interest rates. In order to optimize the Company’s position with regards to interest income and interest expenses and to manage the interest rate risk, finance department performs a comprehensive corporate interest rate risk management by balancing the proportion of fixed rate and floating rate financial instruments in its total portfolio.
The company is not exposed to significant interest rate risk as at the respective reporting dates.
Foreign Currency Risk
The Company operates only in India and does not import or export of any goods or capital items to/from outside India. Consequently the Company is not exposed to foreign exchange risk.
Credit Risk
Credit risk arises from the possibility that counter party may not be able to settle their obligations as agreed. To manage this, the Company periodically assesses the financial reliability of customers, taking into account the financial condition, current economic trends, and analysis of historical bad debts and ageing of accounts receivable. Individual risk limits are set accordingly.
The Company considers the probability of default upon initial recognition of asset and whether there has been a significant increase in credit risk on an ongoing basis throughout each reporting period. To assess whether there is a significant increase in credit risk the company compares the risk of a default occurring on the asset as at the reporting date with the risk of default as at the date of initial recognition. It considers reasonable and supportive forward-looking information such as :
(i) Actual or expected significant adverse changes in business.
(ii) Actual or expected significant changes in the operating results of the counterparty.
(iii) Financial or economic conditions that are expected to cause a significant change to the counterparty's ability to meet its obligations.
(iv) Significant increase in credit risk on other financial instruments of the same counterparty.
(v) Significant changes in the value of the collateral supporting the obligation or in the quality of third-party guarantees or credit enhancements.
Financial assets are written off when there is no reasonable expectation of recovery, such as a debtor failing to engage in a repayment plan with the Company. The Company categorises a loan or receivable for write off when a debtor fails to make
contractual payments greater than 2 years past due. Where loans or receivables have been written off, the Company continues to engage in enforcement activity to attempt to recover the receivable due. Where recoveries are made, these are recognised in profit or loss.
Liquidity Risk
Liquidity risk is defined as the risk that the company will not be able to settle or meet its obligations on time or at a reasonable price. The Company's finance department is responsible for liquidity, funding as well as settlement management. In addition, processes and policies related to such risks are overseen by senior management. Management monitors the company's net liquidity position through rolling forecasts on the basis of expected cash flows.
Maturity profile of Financial Liabilities
The table below provides details regarding the remaining contractual maturities of significant financial liabilities at the reporting date based on contractual undiscounted payments.
Capital Management
For the purposes of the Company’s Capital Management, capital includes issued capital and all other equity reserves. The primary objective of the Company’s Capital Management is to maximize shareholder value. The company determines the capital management requirement based on annual operating plans and long-term and other strategic investment plans. The funding requirements are met through optimum mix of borrowed and own funds.
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Note : 40
Contingent Liabilities and Commitments (To the extent not provided for): (' in Thousand)
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Particulars
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As at
31st March, 2025
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As at
31st March, 2024
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(i) Contingent liabilities
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Liabilities disputed
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|
|
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Income Tax demand in dispute and under
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Appeal before CIT(A) for the A.Y. 2018-19
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18,605
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18,605
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Income Tax demand in dispute for the A.Y. 2020-21
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560
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560
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(ii) Commitments
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(a) Estimated amount of contracts remaining to be executed on Capital account
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93,153
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24,606
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(b) Advances paid against Contracts at (a) above
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63,251
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9,001
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Note : 40(i)
The Income Tax demand in respect of Assessment year 2018-19 for ' 18,605 thousand has been disputed by the Company in full and the same is pending before the CIT (Appeals). The Company had also disputed Income Tax demand of ' 560 thousand for the A.Y. 2020-21 and the CIT (Appeals) has allowed its appeal partly. Notice of demand u/s 156 of the Income Tax Act, 1961 after giving effect to the Order passed by the CIT (Appeals) u/s 250 of the Income Tax Act, 1961 is yet to be received by the Company. The Company is intending to dispute further the said Order of the CIT (Appeals) before the Income Tax Appellate Tribunal. The Company is confident that it will get full relief on disposal of the appeal(s). The demand, being contingent in nature, has not provided for in the books.
Note 41:
As per Scheme of Amalgamation M/s Jaypee Estates Pvt. Ltd. and M/s Avni Estates Pvt. Ltd. have merged with the Company w.e.f. 01.04.2003 with all assets and liabilities including charges, liens, mortgages, interest, appeal etc. vide Order(s) dated 26.08.2002 and 14.10.2004 passed by the Hon'ble High Court at Calcutta. The Company is to issue 1133 Equity Shares of ' 10/- each fully paid up to the erstwhile shareholders of amalgamating Companies as purchase consideration.
Note 42:
The Company has sold 2,76,550 Equity Shares of ' 10/- each (40 % approx.) of M/s Satyanarayan Rice Mill Pvt. Ltd. (SRMPL) on 1st April, 2024 and as a result holding of the Company in the SRMPL has come down to 15% (approx.) so SRMPL is no more a subsidiary of M/s Orient Beverages Ltd. w.e.f. 1st April, 2024.
Note 43:
Financial Statements of M/s Sharad Quench Pvt. Ltd. (SQPL) , a wholly owned subsidiary, for the F.Y. 2024-25 have been duly consolidated with that of the Company in the "Consolidated Financial Statements" as required by the provisions of the Section 129 of the Companies Act, 2013. Since M/s Satyanarayan Rice Mill Pvt. Ltd. (SRMPL) is no more a subsidiary of M/s Orient Beverages Limited w.e.f. 1st April, 2024 so financial results of SRMPL for the F.Y. 2024-25 has not been consolidated with that of the Company. SQPL and SRMPL are engaged in the manufacture of packaged drinking water.
Note 44:
Amount due and outstanding to be credited to the Investor Education and Protection Fund ' Nil (Previous Year ' Nil).
Note 45:
The Company has become Co-Guarantor on behalf of M/s Satyanarayan Rice Mill Pvt. Ltd. (SRMPL) for loan/ financial assistance of ' 61,200 thousand obtained by the said SRMPL from ICICI Bank Ltd. Further the Company is also giving loan/ advance, from time to time, to the SRMPL to meet its fund requirements. The Company has given loan / advance of ' 12,200 thousand to SRMPL as on 31.03.2025 bearing interest @ 12% p.a. SRMPL is working as contract packer of the Company and getting the goods manufactured by the SRMPL on the agreed terms and conditions will benefit the Company. Some directors of the Company are directors/ members in the SRMPL, hence may be deemed as an interested/ related party.
Note 46:
As required by the Rule 3 of the Companies (Accounts) Rules, 2014, the Company has implemented a feature of recording audit trail (edit log) of each and every transaction in the accounting software used by it for maintaining books of account. Edit log feature has been maintained throughout the financial year. The audit trail has been preserved by the Company as per the statutory requirement for record retention.
(II) Disclosure in relation to undisclosed income:
The Company does not have any such transaction which is not recorded in the books of account that has been surrendered or disclosed as income during the current and previous financial years 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).
(III) Details of Benami Property held
The Company does not have any Benami Property. Further, there are no proceedings initiated or are pending against the Company for holding any benami property under the Prohibition of Benami Property Transactions Act, 1988 and rules made thereunder.
(IV) Registration of Charges or Satisfaction with Registrar of Companies (ROC)
The Company do not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory period as on 31.03 .2025.
(V) Details of Crypto Currency or Virtual Currency
The Company have not traded or invested in Crypto Currency or Virtual Currency during the Current and previous financial year.
(VI) Utilization of Borrowed Fund and Share Premium
(a) The Company have not advanced or loaned or invested funds to any other persons(s) or entity(ies), including foreign entities (intermediaries) with the understanding that the intermediary shall; (a) directly or indirectly lend or invest in other person 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 Ultimate Beneficiaries.
(b) The Company have not received any fund from any other persons(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 person 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 Ultimate Beneficiaries.
(VII) Disclosure for no wilful default
The Company has not been declared as a wilful defaulter by any bank or financial institution or government or any government authority.
(VIII) Compliance with number of layers of Companies
The Company has complied with the number of layers prescribed under Section 2(87) of the Companies Act, 2013 read with Companies (Restriction on number of Layers) Rules, 2017.
Note 50:
Previous year's figures have been re-arranged/ re-grouped, wherever found necessary.
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