1. Pursuant to the Amalgamation of Eldeco City Limited, Halwasiya Agro Industries Limited and MAK Sales Private Limited with the Company by the Order of Hon'ble National Company Law Tribunal, Allahabad Bench at Allahabad & Hon'ble High Court of Punjab and Haryana at Chandigarh, the Authorised Share Capital was increased by 3,55,50,000, being Equity Shares increased by 1,80,50,000 and Preference Shares increased by 1,75,00,000 of ? 10 each.
2. Company in pursuant to the provisions of Section 61(1)(d) and other applicable provisions of the Companies Act, 2013 and Rules made thereunder has sub-divided 1 Equity Share of the Company having face value of ? 10/- each into 5 Equity Shares having face value of ? 2/- each. Further pursuant to sub division of Equity Shares of Company, the authorised share capital will be reclassified into ? 45,55,00,000/-divided into 14,02,50,000 equity shares of ? 2/- each. Further, the paid up capital will be reclassified into ? 1,96,66,000/- consisting of 98,33,000 Equity Shares of ? 2/- each. The said sub division was approved by shareholders through postal ballot on 16.12.2021.
The aforesaid disclosure is based upon percentages computed separately for class of shares outstanding, as at the balance sheet date. As per records of the Company, including its register of shareholders/members and other declarations received from shareholders regarding beneficial interest, the above shareholding represents both legal and beneficial ownerships of shares.
3. Terms/rights attached to paid up equity shares
The Company has only one class of equity shares having a par value of ? 2/- each (P.Y. ? 2/- each). Each holder of equity share is entitled to one vote per share. 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.
4. On 15th May, 2023, the Board of Directors recommended a final dividend of ? 8.00 per equity share of face value of ? 2.00 each be paid to the shareholders for financial year 2022-23, which is subject to approval by the shareholders at the ensuing Annual General Meeting. If approved, the dividend would result in a cash outflow of ? 786.64 Lacs.
Nature of Security of Working Capital from Bank:
(i) In overdraft account secured against lien on bank Fixed Deposits and personal guarantee of Directors.
*lndudes overdraft facility of ft 46.07 Lacs from City Cooperative Bank Limited, against fixed deposit of ft 106.29 Locs. The said Bank has discontinued its operations, however the Company has applied for repayment of fixed deposit after adjustment of the balance outstanding in the overdraft account. A writ petition is also pending in respect of the same in Honble Allahabad High Court.
Note: While disclosing the aggregate amount of transaction prices yet to be recognised as revenue towards unsatisfied (or partially satisfied) performance obligations, the Company has applied the practical expedient in IND AS 115. The aggregate value of transaction price allocated to unsatisfied (or partially satisfied) performance obligations is ? 17,795.89 Lacs (Previous Year ? 15,747.15 Lacs) which is expected to be recognised as revenue in the subsequent years, however revenue to be recognised in next one year is not ascertainable due to nature of industry in which Company is operating.
37. Balances of trade receivables, trade payable, loan/advances given and other financial and non financial assets and liabilities are subject to reconciliation and confirmation from respective parties. The balance of said trade payable, loan/advances given and other financial and non financial assets and liabilities are taken as shown by the books of accounts. The ultimate outcome of such reconciliation and confirmation cannot presently be determined, therefore no provision for any liability that may result out of such reconciliation and confirmation has been made in the financial statement, the financial impact of which is unascertainable due to the reasons as above stated.
Description of Risk Exposures
Valuations are based on certain assumptions, which are dynamic in nature and vary over time. As such Company is exposed to various risks as follows -
A) Salary Increase - Actual salary increase will increase the Plan's liability. Increase in salary increase rate assumption in future valuations will also increase the liability.
B) Investment Risk - If Plan is funded then assets liabilities mismatch & actual investment return on assets lower than the discount rate assumed at the last valuation date can impact the liability.
C) Discount Rate - Reduction in discount rate in subsequent valuations can increase the plan's liability.
D) Mortality & disability - Actual deaths & disability cases proving lower or higher than assumed in the valuation can impact the liabilities.
E) Withdrawals - Actual withdrawals proving higher or lower than assumed withdrawals and change of withdrawal rates at subsequent valuations can impact Plan's liability.
Leave encashment (Unfunded)
The valuation of Leave Encashment has been done on the basis of acturial valuation on projected unit (PUC) method and is provided in the financial statement and does not require disclosure as mentioned in Para 158 of IND AS 19. Provision of leave encashment as per actuarial is less than the liability provided in books of accounts, hence the management has made the provision for leave encashment on accrual basis.
Defined Contribution Plan
Provident Fund - The Company contributes Provident Fund (Employer as well as Employee Share) to Provident Fund Commissioner (U.P) and Employers Contribution to such fund is charged to Statement of Profit and Loss. The Provident fund contribution charged to Statement of Profit and Loss for the year ended 31.03.2023 amounted to ? 12.46 Lacs (previous year ? 19.26 Lacs).
(v) Market Risk: The Company is engaged into the business of real estate properties for residential and commercial purpose. The Company sales and collection has been increased. The Company has assessed the carrying amounts of Receivables, Inventories, Investments and other assets/liabilities. The Company will continue to monitor developments to identify significant uncertainties in future periods, if any. The Company has low market risk.
(vi) Foreign Currency Risk: The Company do not deal in foreign currency transactions. The Company do not have any foreign currency risk.
42. LEASES
The principal portion of the lease payments and interest have been disclosed under cash flow from financing activities. The weighted average incremental borrowing rate of 8% has been applied to lease liability recognised in balance sheet at the date of initial application. On application of IND AS 116, the nature of expense has changed from lease rent in previous periods to depreciation cost for right to use asset and finance cost for interest accured on lease liability.
45. RECENT ACCOUNTING PRONOUNCEMENTS
Ministry of Corporate Affairs (“MCA”) notifies new standards or amendments to the existing standards under Companies (Indian Accounting Standards) Rules as issued from time to time. On 31st March, 2023, MCA amended the Companies (Indian Accounting Standards) Amendment Rules, 2023, as below:
IND AS 1 - Presentation of Financial Statements - This amendment requires the entities to disclose their material accounting policies rather than their significant accounting policies. The effective date for adoption of this amendment is annual periods beginning on or after 1st April, 2023. The Company does not expect any significant impact of the amendment on its financial statements.
IND AS 8 - Accounting Policies, Changes in Accounting Estimates and Errors - This amendment has introduced a definition of ‘accounting estimates' and included amendments to IND AS 8 to help entities distinguish changes in accounting policies from changes in accounting estimates. The effective date for adoption of this amendment is annual periods beginning on or after 1st April, 2023. The Company does not expect any significant impact of the amendment on its financial statements.
IND AS 12 - Income Taxes - This amendment has narrowed the scope of the initial recognition exemption so that it does not apply to transactions that give rise to equal and offsetting temporary differences. The effective date for adoption of this amendment is annual periods beginning on or after 1st April, 2023. The Company does not expect any significant impact of the amendment on its financial statements.
47. OTHER STATUTORY INFORMATION
(i) The Company do not have any Benami property, where any proceeding has been initiated or pending against the Company for holding any Benami property.
(ii) The Company has not availed working capital limits in excess of Rupees Five Crores in aggregate at any point of time during the year from banks or financial institution on the basis of security of current assets.
(iii) The Company do not have any transactions with Companies struck off.
(iv) The Company do not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory period.
(v) The Company have not traded or invested in Crypto currency or Virtual Currency during the financial year.
(vi) The Company have 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) The Company have 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.
(viii) 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 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.
48. Previous years figures have been regrouped, rearranged or reclassified, wherever necessary to confirm the current year's classification.
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