Terms/Rights attached to equity shares

The Company has only one class of equity shares having a 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 is subject to the approval of the shareholders in the ensuing Annual General Meeting.

In the event of liquidation of the Company, the holders of 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 shares held by the shareholders.

Equity shares movement during the 5 years preceding March 31,2023 * Equity shares issued as pursuant to any contract for consideration other than cash

The Company allotted 41,25,000 equity shares as fully paid up bonus shares by capitalisation of profits transferred from Securities Premium, pursuant to the passing of an Ordinary Resolution by the Shareholder in Extra Ordinary General Meeting held in September 8, 2022 for bonus equity in the ratio of 300:1 [300 (Three Hundred) equity shares to be issued for eveiy 1 (one) equity shares].

^a Equity shares bought back

The company had not bought back any shares during the 5 preceding years.

Terms/Rights attached to 0% optionally convertible preference shares ("OCPS")

During the year, out of2,86,400 OCPS, 91,700 have been redeemed at Rs. 10 per OCPS and 1,94,700 have been converted into 1,94,700 Equity shares of Rs. 10 each.

Terms/Rights attached to 0% non-cumulative redeemable preference shares

Preference shareholders shall be entitled to rights and privileges as are contained in the Preference Share Agreement dated September 16, 2013 and any subsequent addendums thereof subject to the Companies Act, 1956 and any subsequent re-enactments thereof.

Preference Shares are redeemable / transferable in accordance with the terms contained in the Preference Share Agreement dated September 16, 2013 and any subsequent addendums thereof. As per addendum dated September 30,2018, the preference shares are redeemable on any date on or before March 31,2024

No dividend is payable on the preference shares of the Company.

Each of the shares shall be redeemed at price calculated based on annual return of 18% p.a. for the Redemption period.

Above Cost amounting to INR 222.84 Lakhs comprise of Salary expenses of INR 221.47 Lakhs and Professional fees of INR 1.37 Lakhs (P.Y. Salary Expenses of INR 229.14 Lakhs) have been incurred for development of In-vessel composting, Activated Carbon to Mesh Membrane development for Water/Gas purification application, Lithium Metal recovery from Industrial waste water, Micro Algae application for waste water treatment, C02 Methanation Technology and Cashew Apple Juice (CAJ) to Ethanol/Vinegar.

* 37,00,000 (P.Y. 37,00,000) fully paid up equity shares of Solapur Bio Energy System Private Limited and 14,80,000 (P.Y. 14,80,000) Redeemable Preference shares of Solapur Bio Energy System Private Limited are pledge with Bank for term loan taken by Solapur Bio Energy System Private Limited.

** Out of the total shares issued, 85,000 are partly paid up U Out of total shareholding, 1 share is held by nominee shareholder.

* The term deposits are given to various customer as a performance guarantees.

**The Company had received an EPC Contract from Blue Planet Palakkad Waste Solutions Private Limited for the 200 TPD waste-to-energy plant for processing of solid waste located at Kanjikode in Palakkad district, Kerala (“Palakkad Project”)- However, the parties to the contract have decided to foreclose the contract due to significant delay at the regulators end to allot land for the aforesaid projects and grant the related approvals. As per the terms of the framework agreement dated December 31, 2022, Blue Planet Palakkad Waste Solutions Private Limited has agreed to pay the company a sum of INR 1,000 Lakhs for payments towards detailed engineering works and other consultancy services provided by the company as per the EPC Contract. Out of INR 1,000 Lakhs, the Company has already billed INR 600 Lakhs during the year.

*** This includes expenses incurred primarily for upcoming Initial Public Offering

* In respect of disputed trade receivable, the company has received an order dated June 30, 2022 from Muncipal Corporation of Delhi whereby it has instructed its officer to terminate the contract given to the company and recover the penalties. The Company has filed petition on June 30, 2022 with Honble High Court Delhi to recover outstanding dues from Muncipal Corporation of Delhi. Based on the opinion of the Company's advocate, the Company is hopeful to recover the entire amount along with claim for cost escalation.

(i)    Includes INR 1,000 Lakhs (P.Y.- 328.71 Lakhs) for which the Company had received an EPC Contract from Blue Planet Palakkad Waste Solutions Private Limited for the 200 TPD waste-to-energy plant for processing of solid waste located at Kanjikode in Palakkad district, Kerala (“Palakkad Project"). However, the parties to the contract have decided to foreclose the contract due to significant delay at the regulators end to allot land for the aforesaid projects and grant the related approvals. As per the terms of the framework agreement dated December 31,2022, Blue Planet Palakkad Waste Solutions Private Limited has agreed to pay the company a sum of INR 1,000 Lakhs for payments towards detailed engineering works and other consultancy services provided by the company as per the EPC Contract.

(ii)    Includes uncertified revenue of INR 67.53 Lakhs (P.Y. - Nil) as on March 31,2023 which is subsequently certified by the client in the month of May 2023.

The discount rate is based on the prevailing market yields of Government Securities as at the balance sheet date for the estimated terms of the obligations,

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 factors in the employment market.

28.    Outflow in Foreign Currency

There were no foreign currency expenditure during the period (P.Y. INR Nil)

29.    Inflow in Foreign Currency

There were no foreign currency earnings during the period (P.Y. INR Nil) ♦Earning for debts Services = Net Profit Before Tax + Non Cash Operating Expenses + Interest + Other adjustment like loss on sale of property, plant and equipment etc.

♦♦Debts Service = Interest + Principal Repayment

♦♦♦Capital Employed = Tangible Net worth + Debts + Deferred Tax Liability

Explanations for significant variation (i.e. change of 25% or more as compared to FV 2021-221 in ratios:

(a)    Current Ratio: The ratio has improved due to increase in currents assets & decrease in current liabilities in current year as compared to last year.

(b)    Debt Service Coverage Ratio : The ratio has improved due to increase in earnings available for debt service in current year as compared to last year.

(c)    Return on Equity Ratio : The ratio has improved due to increase in profit after tax in current year as compared to last year.

(f)    Trade payables turnover ratio: During the year, average trade payables has increased and net credit purchases have reduced as compared to last year. In view of the above, trade payable ratio is 0.08 times in FY 2022-23 as compared to 0.24 times in FY 2021-22.

(g)    Net capital turnover ratio : The ratio has improved due to increase in sales and average working capital in current year as compared to last year.

(h)    Net profit ratio : The ratio has improved sue to increase in profit and sales in current year as compared to last year.

(i)    Return on Capital employed : The ratio has improved due to increase in earnings before interest and tax in current year as compared to last year.

31. Segment Reporting

The company is operating in single business segment i.e. Construction, Development and Maintenance of Waste-to-Energy projects, particularly in the Municipal Solid Waste sector. Hence AS-17 - "Segment Reporting" is not applicable.

33.    Other Disclosures

No transactions to report against the following disclosure requirements as notified by MCA pursuant to amended Schedule HI:

(a)    Crypto Currency or Virtual Currency

(b)    Benami Properly held under Prohibition of Benami Property Transactions Act, 1988 and rules made thereunder

(c)    Wilful defaulter

(d)    Transactions with companies struck off under Section 248 of the Companies Act, 2013 or Section 560 of Companies Act, 1956.

34.    Write Back of Liabilities

The Company has written back following balances because they are outstanding since long period and not payable:

37. In the opinion of the Board, the provision for all the known liabilities is adequate and not in excess of the amount reasonably necessary.

38. In the opinion of the Board, all assets other than fixed assets and non current investments, have a realisable value in the ordinary course of business which is not different from the amount at which it is stated.

39.    Previous year figure

Previous year's figures have been regrouped where necessary to confirm to current year's classification.