As at the closure of the F.Y. 2023-24 and F.Y. 2022-23, valuation of such investment properties (based on valuation by an independent valuer who holds a recognised and relevant professional qualification and has recent experience in the location and category of the investment property being valued) for the fair value disclosure as encouraged by Ind AS 40 has not been undertaken by the company.
The company has no restrictions on the readability of its investments and no contractual obligations to purchase, construct or develop investment properties or repairs, maintenance and enhancements.
The title deeds of the said investment property has been held by IndusInd Bank as a collateral security against borrowing of M/s. Optiemus Infracom Limited vide sanction letter IBL/CAD North/2019-20/0198 dated April 26, 2019, the said title deeds are due to be released from bank and will be released in due course of time.
(•) Investments are shown at value net of provision for diminution.
(•) #The company has provided an advance payment to M/s. Bharat
Innovative Glass Technologies Private Limited as part of an investment agreement established under a Joint Venture between M/s Optiemus Infracom Limited (OIL) and M/s. Corning International Corporation, with a shareholding ratio of 70:30 respectively. As at the end of current financial year allotment of shares has not occurred, but being initial subscribers to the Memorandum of Association of the investee (i.e. M/s. Bharat Innovative Glass Technologies Private Limited), this has been considered as deemed allotment and not as share application money pending allotment.
(•) In accordance with IND AS 109, the company has assessed its investments in associates at fair value through profit and loss (FVTPL). The fair value of the investment in M/s. Teleecare Networks India Private Limited has been valued by an independent valuer at ' 43.85/-per share, reflecting an increase from previously recorded fair value of ' 38.00/- per share. As a result, fair value gain of ' 930.56 lacs has been recognized in the statement of profit and loss for the period.
said amount is under dispute and the company has registered a complaint (FIR) with the Deputy Commissioner of Police, Economic Offence Wing - Delhi Police dated May 20, 2022 initiating legal proceedings for such recovery. Hence, due to the fact that value of property kept as security exceeds the amount of security granted, the company has not undertaken to credit impair such deposit.
# Bank deposits with remaining maturity of more than 12 months includes fixed deposits amounting to ' 78.32 lacs (March 31, 2023 : ' 62.87 lacs) related to assessments of sales tax/ VAT for various years made with the several government departments of different states and have a restriction on its use and realisability.
• No T rade or other receivable are due from directors or other officers of the company either severally or jointly with any other person. Nor any trade or other receivable are due from firms or private companies respectively in which any director is a partner, a director or a member.
• For terms and conditions relating to related party receivables, refer note no. 24.
• Trade receivables are non - interest bearing and are generally on terms of 0 to 90 days.
• There are no unbilled receivables, hence the same is not disclosed in the ageing schedule.
• Bank deposits with maturity of less than 12 months includes fixed deposits amounting to related to assessments of sales tax/ VAT for various years made with the several government departments of different states and have a restriction on its use and realisability.
• Fixed deposits with original maturity of more than twelve months but remaining maturity of less than twelve months have been disclosed under other bank balances.
* Security deposits includes deposits given to various public authorities such department of Sales Tax and VAT of different states and do not have any fixed maturity periods.
** Other recoverables include refund of additional CVD paid in excess by MPS Telecom Private Limited (merged with Optiemus Infracom Limited w.e.f. April 30, 2018). The said refund has been issued vide orders (i) CUS/RFD/460/2023-RFD-O/o Pr Commr-CUS-ACC(I)-Del; (ii) CUS/RFD/461/2023-RFD-O/o Pr Commr-CUS-ACC(I)-Del; (iii) CUS/RFD/462/2023-RFD-O/o Pr Commr-CUS-ACC(I)-Del; (iv) CUS/ RFD/463/2023-RFD-O/o Pr Commr-CUS-ACC(I)-Del; (v) CUS/RFD/464/2023-RFD-O/o Pr Commr-CUS-ACC(I)-Del dated April 2024 to the extent of ' 4,475.18 lacs.
(b) Terms/rights attached to equity shares
The company has only one class of equity shares having par value of INR 10 per share. Each holder of equity shares is entitled to one vote per share. The company declares and pays dividends in Indian Rupees. The dividend proposed by the Board of Directors, if any, 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 holders of equity shares will be entitled to receive 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 amounts are unsecured and non - interest bearing and are usually on varying trade term.
• Identification of Micro and Small Enterprises is basis intimation received from vendors.
• Details of dues to micro, small and medium enterprises as defined under MSMED Act, 2006.
There were no micro, small and medium enterprises, to whom the company owes dues, which are outstanding for more than 45 days during the year ended March 31, 2024. This information as required to be disclosed under the Micro, Small and Medium Enterprises Development Act, 2006, has been determined to the extent such parties have been identified on the basis of information available with the company. (Refer note 29)
26. SIGNIFICANT ACCOUNTING JUDGEMENTS, ESTIMATES AND ASSUMPTIONS
The preparation of the company’s financial statements requires management to make judgements, estimates and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities, and the accompanying disclosures and the disclosure of contingent liabilities. Uncetainities about these assumptions and estimates could result in outcomes that require a material adjustment to the carrying amount of assets or liabilities affected in future periods.
Judgements
In the process of applying the company’s accounting policies, management has made the following
judgements, which have the most significant effect on the amounts recognised in the financial statements.
Taxes
Significant judgements are involved in determining the provision for income taxes, including amount expected to be paid/recovered for uncertain tax positions.
The Company reviews the carrying amount of deferred tax assets at the end of each reporting period. The policy for the same is explained in Note No. 2.2.19.
Useful life of property, plant and equipment
The Company reviews the useful life of property, plant and equipment at the end of each reporting period. This reassessment may result in change in depreciation expense in future periods. The policy for the same is explained in Note No. 2.2.6.
Provisions and contingent liabilities
A provision is recognised when the Company has a present obligation as a result of past event if it is probable that an outflow of resources will be required to settle the obligation, in respect of which a reliable estimate can be made. Provisions (excluding retirement benefits and compensated absences) are not discounted to its present value and are determined based on best estimate required to settle the obligation at the balance sheet date. These are reviewed at each balance sheet date and adjusted to reflect the current best esitmates. Contingent liabilities are not recognised in financial statements. A contingent asset is neither recognised nor disclosed in the financial statements.
Defined Benefit Plans (Gratuity Benefits)
The cost of the defined benefit gratuity plan and the present value of the gratuity obligation are determined using actuarial valuations. An actuarial valuation involves making various assumptions that may differ from actual developments in the future. These include the determination of the discount rate, future salary increases and mortality rates. Due to the complexities involved in the valuation and its long-term nature, a defined benefit obligation is highly sensitive to changes in these assumptions. All assumptions are reviewed at each reporting date.
The parameter most subject to change is the discount rate. In determining the appropriate discount rate for plans operated in India, the management considers the interest rates of government bonds in currencies consistent with the currencies of the post-employment benefit obligation.
The mortality rate is based on publicly available mortality tables. Those mortality tables tend to change only at interval in response to demographic changes. Future salary increases and gratuity increases are based on expected future inflation rates for the respective countries.
Further details about gratuity obligations are given in Note No. 28.
Fair value measurement of financial instruments
When the fair values of financial assets and financial liabilities recorded in the balance sheet cannot be measured based on quoted prices in active markets, their fair value is measured using valuation techniques including the DCF model. The inputs to these models are taken from observable markets where possible, but where this is not feasible, a degree of judgement is required in establishing fair values. Judgements include considerations of inputs such as liquidity risk, credit risk and volatility. Changes in assumptions about these factors could affect the reported fair value of financial instruments. Carrying value and approximate fair values of financial instruments are same.
Revenue recognition
The Company uses the percentage-of-completion method in accounting for its fixed price contracts. The use of percentage-of-completion method required the Company to estimate the efforts or costs
expended to date as a proportion of the total efforts or costs to be expended. Efforts or costs expended have been used to measure progress towards completion as there is direct relationship between input and productivity. Provision for estimated losses, if any, on uncompleted contracts are recorded in the period in which such losses become probable based on the expected contract estimates at the reporting period. The policy for the same is explained in Note 2.2.4.
27. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES
The Company’s activities expose it to a variety of financial risks : market risk, credit risk and liquidity risk. The primary market risk to the Company is foreign exchange risk. The Company’s exposure to credit risk is influenced mainly by the individual characteristic of each customer and the concentration of risk from the top few customers.
Market Risk
The Company is exposed to foreign exchange risk through its sales and services outside India, and purchases and services from overseas suppliers in various foreign currencies. The exchange rate between the rupee and foreign currencies may fluctuate substantially in the future. Consequently, the results of the Company’s operations are adversely affected as the rupee appreciates / depreciates against these currencies.
Credit Risk
Credit risk refers to the risk of default in its obligation by the counterparty resulting in a financial loss. The maximum exposure to the credit risk at the reporting date is primarily from unsecured trade receivables amounting to ' 19,264.95 Lacs and ' 26,444.93 Lacs as of March 31, 2024 and March 31, 2023 respectively. Trade receivables are typically unsecured and are derived from revenue earned from customers located primarily in India. Credit risk has always been managed by the Company through credit approvals, establishing credit limits and continuously monitoring the creditworthiness of customers to which the Company grants credit terms in the normal course of business.
Credit risk on cash and cash equivalents is limited as the Company generally invest in deposits with banks and financial institutions with high credit ratings. Investments primarily include investment in deposits with banks.
Liquidity Risk
The Company’s principal sources of liquidity are cash and cash equivalents and the cash flow that is generated from operations. The Company has no outstanding bank borrowings. The Company believes that the working capital is sufficient to meet its current requirements.
28. POST EMPLOYMENT BENEFIT PLANS: GRATUITY
The Company has a funded defined benefit gratuity plan.
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 following tables summarise the components of net benefit expense recognised in the statement of profit or loss and the funded status and amounts recognised in the balance sheet for the respective plans:
Due to its defined benefit plans, the company is exposed to the following significant risks:
Changes in bond yields - A decrease in bond yields will increase plan liability.
Salary risk - The present value of the defined benefit plans liability is calculated by reference to the future salaries of the plan participants. As such, an increase in the salary of the plan participants will increase the plan’s liability.
• The estimates of rate of escalation in salary considered in acturial valuation are after taking into account inflation, seniority, promotion and other relevant factors including supply and demand in the employment market. However, no explicit allowance is used for disability. The above information is as certified by the actuary.
• Discount rate is based on the prevailing market yields of Indian Government securities as at the balance sheet date for estimated term of the obligations.
• The sensitivity analysis above may not be representative of the actual change in the defined benefit obligation as it is unlikely that change in assumption would occur in isolation of one another as some assumptions may be correlated.
• The methods and type of assumptions used in preparing the sensitivity analysis did not change compared to the prior period.
29. DETAILS OF DUES TO MICRO, SMALL AND MEDIUM ENTERPRISES AS DEFINED UNDER MSMED ACT, 2006
There were no micro, small and medium enterprises, to whom the Company owes dues, which are outstanding for more than 45 days during the year ended March 31, 2024. This information as required to be disclosed under the Micro, Small and Medium Enterprises Development Act, 2006, has been determined to the extent such parties have been identified on the basis of information available with the company.
31.
a.
|
COMMITMENTS AND CONTINGENCIES Contingent liabilities
|
|
|
' in Lacs
|
|
Particulars
|
|
Year ended
|
Year ended
|
|
|
|
31-Mar-24
|
31-Mar-23
|
|
Claims against the company not acknowledged
|
|
|
|
as debts (refer detailed annexure)
|
|
|
|
|
Income tax matters
|
|
-
|
-
|
|
Indirect tax matters
|
|
1,115.42
|
1,393.56
|
|
|
|
' in Lacs
|
|
Nature
|
Financial
|
Year ended
|
Year ended
|
|
|
year
|
31-Mar-24
|
31-Mar-23
|
|
Sales Tax, Chandigarh
|
2014-15
|
1.62
|
1.62
|
|
Sales Tax Haryana
|
2013-14
|
20.41
|
20.41
|
|
Sales Tax Haryana
|
2014-15
|
5.09
|
5.09
|
|
Sales Tax Haryana
|
2015-16
|
7.45
|
7.45
|
|
Sales Tax Haryana
|
2013-14
|
-
|
14.29
|
|
Sales Tax Bihar
|
2011-12
|
29.19
|
29.19
|
|
Sales Tax Bihar
|
2012-13
|
9.75
|
9.75
|
|
Sales Tax Bihar
|
2013-14
|
7.46
|
7.46
|
|
Sales Tax Uttar Pradesh
|
2011-12
|
25.18
|
25.18
|
(ii) The company does not expect any reimbursements in respect of the above contingent liabilities.
(iii) The Company’s pending litigations comprise of claims against the Company pertaining to proceedings pending with various direct tax, indirect tax and other authorities. The company has reviewed all its pending litigations and proceedings and has adequately provided for where provisions are required or disclosed as contingent liabilities where applicable, in its standalone financial statements. The Company does not expect the outcome of these proceedings to have a materially adverse effect on its standalone financial statements.
33. THE CODE ON SOCIAL SECURITY, 2020 (CODE) RELATING TO EMPLOYEE BENEFITS
The Indian Parliament has approved the Code on Social Security, 2020 which would impact the contributions by the company towards Provident Fund and Gratuity. The Ministry of Labour and Employment had released draft rules for the Code on Social Security, 2020 on November 13, 2020. The Company will assess the impact and its evaluation once the subject rules are notified. The Company will give appropriate impact in its financial statements in the period in which, the Code becomes effective and the related rules to determine the financial impact are published.
34. EMPLOYEE STOCK OPTION PLAN (ESOP’S):
Under the Optiemus Employee Stock Option Scheme, 2016 (the 2016 Plan), the company during
the previous reporting period had granted 1,29,000 options to its employees including KMP’s. As required by Ind AS - 102 (Share Based Payment) the employee stock compensation expense is required to be recorded on a straight line basis over the requisite vesting period. Due to the limitation posed by the 2016 Plan, the company is unable to expense the required portion of employee stock compensation expense to its Statement of Profit and Loss with simultaneous credit to share based payment reserve in the current reporting period for the vesting due in F.Y. 2023-24 & F.Y. 2024-25 and has adopted to record the entire employee stock compensation expense for each separately vesting portion at the date of respective vestings only. The policy for same is explained in Note 2.2.16.
The equity settled stock options would vest generally in a graded manner i.e. Year 01: 20%; Year 02: 30% and Year 03: 50% and shall be exercisable within a period of 30 (Thirty) days from the respective date of vesting or as may be deteremined by the Nomination and Remuneration Committee (NRC) in special circumstances. The exercise price will be based upon the Market Price of the share one day before the date of vesting of options or such higher price as may be decided by the Committee subject to a discount of up to 50% as may deem fit by the Committee for the finalization of the Exercise Price.
NRC meeting was held on July 26, 2023, where it was decided to annul the remaining unvested ESOPs which were surrendered to the Company which was not exercised. Therefore, no effect in diluted EPS will arise for the year ended March 31, 2024.
35. OTHER STATUTORY INFORMATION
(i) With respect to immovable properties (other than properties where the Company is the lessee and lease agreements are duly executed in favour of the lessee) whose title deeds are not held in the name of the company, details are given as hereunder to the extent of the company’s share:
(ii) Details of benami property: No proceedings have been initiated or are pending against the Company for holding any Benami property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and the rules made thereunder.
(iii) Disclosure of transactions with struck off companies: The company did not have any material transactions with companies struck off under Section 248 of the Companies Act, 2013 or Section 560 of the Companies Act, 1956 during the financial year.
(iv) The company does not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory period.
(v) Details of crypto currency or virtual currency: The company has not traded or invested in crypto currency or virtual currency during the respective financial years/period.
(vi) Utilization of borrowed funds and share premium: 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.
(vii) Utilization of borrowed funds and share premium: 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 to or on behalf of the ultimate beneficiaries.
viii)Undisclosed income: The company does not have any 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 relevant provisions of the Income Tax Act, 1961).
(ix) The company has not been declared wilful defaulter by any bank or financial institution or other lender.
(x) Compliance with approved scheme(s) of arrangements: The company does not have any scheme of arrangements which have been approved by the competent authority in terms of sections 230 to 237 of the Act.
(xi) Compliance with number of layers of companies: The company has complied with the number of layers prescribed under Section 2(87) of the Act read with the Companies (Restriction on Number of Layers) Rules, 2017.
(xii) Security of current assets against borrowings: The company has neither been sactioned nor has availed any borrowings on the security of its current assets during the current reporting period. Hence, reporting under this clause is not applicable.
36. Previous period figures have been re-grouped / re-classified to confirm to below requirements of the amended Schedule III to the Companies Act, 2013 effective April 01, 2021.
37. The figures have been rounded off to the nearest lacs of Rupees. The figure 0.00 wherever stated represents amount below rounding off norms adopted by the company.
38. Note No.1 to 38 form integral part of the Standalone Balance Sheet and Standalone Statement of Profit and Loss.
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