Terms/Rights attached to equity shares:
The company has only one class of equity share having a par value of '1/- per share. Each holder of equity shares is entitled to one vote per share and dividend per share on pari passu basis. The company declares and pays dividends in Indian Rupees. The dividend proposed by the Board of Directors except interim dividend 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 equity shares will be entitled to receive remaining assets of the company, after distribution of all preferential amounts. The distribution will be proportion to the number of equity shares held by the shareholders.
Nature of security
a) Working capital facilities from Axis Bank, HDFC Bank & Kotak Bank is secured by first pari-pasu charge on all existing & future current assets & tangible property plant and equipment of the Company (Other than Vehicles). The Company has also provided collateral security of factory land and building at Jhagadia, Gujarat and Hatkanangale, Maharashtra. The rate of interest is ranging between 7.50% to 8.75% [ Previous Year - 7.50 % to 7.65%]
Share Based Payments
The Company has allotted share based incentives to certain employees on 13st August, 2021 for which approval received from SEBI on 1st December, 2022 under BRIL Employee Stock Options Scheme 2020 ("BRIL ESOS 2020") approved by Nomination and Remuneration Committee (NRC). As per the scheme, the number of options that will be granted is based upon length of service, grades, salary cost of the employee to the Company, performance appraisals and / or any other factors as determined by NRC. The options granted under this scheme is exercisable by employees within one year from date of its vesting. The Company has granted options at an exercise price of '134.22/-. Option granted will vest in the ratio of 30:30:40 each year starting from 2nd years from date of grant up to 4th years from date of grant.
B. Measurement of fair values
Valuation techniques and significant unobservable inputs
The management assessed that cash and cash equivalents, trade receivables, trade payables, bank overdrafts and other current liabilities approximate their carrying amounts largely due to the short-term maturities of these instruments.
The Fair Value of financial assets included is the amount at which the instrument could be exchanged in a current transaction between willing parties.
The investment made in the wholy owned subsdiary company is shown at book value .
34 Capital Management (Ind AS 1):
For the purpose of Company's Capital Management, capital includes Issued Equity Capital, Securities Premium, and all other Equity Reserves attributable to the Equity Holders of the Company. The primary objective of the Company's Capital Management is to maximise the Shareholder's wealth.
In addition, the Company has financial covenants relating to the some of the borrowing facilities that it has to maintain Aggregate Tangible Net Worth which is maintained by the Company.
35 Financial Risk Management (Ind AS 1):
The Company's principal financial liabilities comprise loans and borrowings, trade and other payables. The main purpose of these financial liabilities is to finance the operations of the Company. The principal financial assets include trade and other receivables, cash and short term deposits.
The Company has assessed market risk, credit risk and liquidity risk to its financial liabilities.
i) Market Risk:
Market Risk is the risk of loss of future earnings, fair values or cash flows that may result from a change in the price of a financial instrument, as a result of interest rates, foreign exchange rates and other price risks. Financial instruments affected by market risks, primarily include loans and borrowings, investments and foreign currency receivables, payables and borrowings.
a) Interest Rate Risks :
The Company borrows funds in Indian Rupees and Foreign Currency, to meet both the long term and short term funding requirements. The Interest rate risk in terms of foreign currency is managed through available financial instruments. Interest on Short term borrowings is subject to floating interest rate and are repriced regularly. The sensitivity analysis detailed below have been determined based on the exposure to variable interest rates on the average outstanding amounts due to bankers over a year.
If the interest rates had been 1% higher / lower and all other variables held constant, the company's profit for the year ended 31st March, 2023 would have been decreased/increased by ' 6.15 Lakh (Previous Year - ' 12.95 Lakh).
b) Foreign Currency Risks :
Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate due to changes in foreign exchange rates. The Company enters into forward exchange contracts to hedge its foreign currency exposures. Foreign currency risks from financial instruments at the end of the reporting period expressed in INR :
The Company is mainly exposed to changes in US Dollar . The sensitivity to 1% increase or decrease in US Dollar against INR with all other variables held constant will be ' 2.20 Lakh. (Previous Year - ' 13.70 Lakh).
The Sensitivity analysis is prepared on the net unhedged exposure of the company at the reporting date.
c) Price Risks:
The Company's revenue are generated from both domestic and export sales. As most of the products including raw material and traded goods are imported, any volatility in the price and exchange rate are easily pass on to the customers. The Company has a risk management policy in place to prudently manage the risk arising from the volatility in exchange and commodity prices.
ii) Credit Risk
Credit Risk is the risk that a counterparty will default on its contractual obligations resulting in a financial loss to the Company. It arises from credit exposure to customers, financial instruments viz., Investments in Equity Shares, Debt Funds and Balances with Banks.
The Company holds cash and cash equivalents with banks which are having highest safety rankings and hence has a low credit risk.
The Company limits its exposure to credit risk by generally investing only with counterparties that have a good credit rating. The Company does not expect any losses from non-performance by these counterparties, and does not have any significant concentration of exposures to specific industry sectors or specific country risks.
The Company's exposure to credit risk is influenced mainly by the individual characteristics of each customer. The demographics of the customer, including the default risk of the industry and country in which the customer operates, also has an influence on credit risk assessment. Credit risk is managed 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. The outstanding trade receivables due for a period exceeding 180 days as at the year ended 31st March, 2023 is 0.79% of 'the total trade receivables. The company uses Expected Credit Loss (ECL) Model to assess the impairment loss or gain.
iii) Liquidity Risk
The Company manages liquidity risk by maintaining adequate surplus, banking facilities and reserve borrowings facilities by continuously monitoring forecasts and actual cash flows.
The Company has obtained fund and non-fund based working capital lines from banks. The Company monitors funding options available in the debt and capital markets with a view to maintaining financial flexibility. All payments are made along due dates and requests for early payments are entertained after due approval and availing early payment discounts. The Company has a system of forecasting rolling one month cash inflow and outflow and all liquidity requirements are planned.
38 Employee Benefits (Ind AS 19)Defined Benefit Plans:
Gratuity:
The gratuity payable to employees is based on the employee's service and last drawn salary at the time of leaving the services of the Company and is in accordance with the rules of the Company for payment of gratuity.
Inherent Risk:
The plan is defined benefit in nature which is sponsored by the Company and hence it underwrites all the risks pertaining to the plan. In particular, this exposes the Company to actuarial risk such as adverse salary growth, change in demographic experience, inadequate return on underlying plan assets. This may result in an increase in cost of providing these benefits to employees in future. Since the benefits are lump sum in nature, the plan is not subject to any longevity risks.
Furthermore, in presenting the above sensitivity analysis, the present value of the projected benefit obligation has been calculated using the projected unit credit method at the end of the reporting period, which is the same method as applied in calculating the projected benefit obligation as recognised in the balance sheet.
There was no change in the methods and assumptions used in preparing the sensitivity analysis from prior years.
(x) Gratuity is payable as per company's scheme as detailed in the report.
(xi) Actuarial gains/losses are recognized in the period of occurrence under Other Comprehensive Income (OCI). All above reported figures of OCI are gross of taxation.
(xii) Salary escalation & attrition rate are considered as advised by the company; they appear to be in line with the industry practice considering promotion and demand & supply of the employees.
(xiii) Maturity Analysis of Benefit Payments is undiscounted cash flows considering future salary, attrition & death in respective year for members as mentioned above.
(xiv) Average Expected Future Service represents Estimated Term of Post - Employment Benefit Obligation.
(xv) Weighted Average Duration of the Defined Benefit Obligation is the weighted average of cash flow timing, where weights are derived from the present value of each cash flow to the total present value.
41 Contingent Liabilities (Ind AS 37)(a) Contingent liabilities not provided for in respect of :
(i) Disputed Income Tax net demands of ' 221.46 Lakh (P.Y. ' 221.46 Lakh) for which company has filed an appeal with Commission of Income Tax(Appeal).The management is of the opinion that the said demand need to be deleted completely and accordingly no provision has been made.
(b) Guarantees:
There are no guarantees issued as at the end of the balance sheet date.
42 Segment Reporting (Ind AS 108):
In accordance with Ind AS 108 'Operating Segment, segment information has been given in the consolidated financial statements, and therefore, no separate disclosure on segment information is given in these financial statements.
(i) Unspent CSR amount for financial year 2021-22: ' 24.92 lakhs, utilised: 24.92 lakhs
(j) Above includes? 21.19 lakhs of corporate social responsibility (CSR) expenses related to ongoing projects as at 31st March 2023 ( 31st March 2022 : ' 24.92 lakhs). The same was transferred to a special account designated as "Unspent Corporate Social Responsibility Account" for the financial year 22-23"("UCSRA- FY 22-23") of the Company within 30 days from the end of the financial year.
44 Some of the suppliers have sent their intimations of them being the Micro, Small and Medium Enterprises under the Micro, Small and Medium Enterprises Development Act, 2006. However, there were no amounts payable at the year end together with interest paid / payable beyond as stipulated period as required under the said Act.
In respect of other suppliers, the Company has not received any intimation regarding their status under the Micro, Small and Medium Enterprises Development Act, 2006 and hence disclosures, if any, relating to amounts unpaid as at the year end together with interest paid / payable as required under the said Act have not been given to that extent.
50 The Company has not traded or invested in crypto currency or virtual currency during the year.
51 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 like to or on behalf of the Ultimate Beneficiaries.
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 Company (Ultimate Beneficiaries) or,
(b) Provide any guarantee, security or like to or on behalf of the Ultimate Beneficiaries.
52 The Company does not have any charges or satisfaction of charges which are yet to be registered with ROC beyond the statutory period.
53 The Company does not have any scheme of arrangements which have been approved by the Competent Authority in terms of Section 230 to 237 of the Companies Act, 2013.
54 Provision regarding the number of layers prescribed under Section of Section 2 (87) of the Act read with the Companies (Restriction on number of layers) Rules, 2017 is not applicable.
55 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 Income Tax Act, 1961 (such as, search or survey or any other relevant provisions of Income Tax Act, 1961).
56 The Company is not as wilful defaulter by any bank or financial institution or other lenders.
57 The are no transactions with the Struck off Companies under Section 248 or 560 of the Companies, Act 2013.
58 No proceedings initiated or pending against the company for holding any benami property under the Benami Transactions (Prohibition) Act, 1988.
59 The Company has announced a proposed dividend of Re. 0.55 paise /- per share for the financial year 2022-2023 and shall be recognized once the dividend is paid.
61 Disclosure required by the Securities and Exchange Board on India ( Listing Obligations and Disclosure Requirements) Regulations, 2015; and Section 186(4) of the Companies Act, 2013:
1 Details of investments made are given in Note 3
2 Amount of Loans and advances in the nature of loans outstanding from/to subsidiaries ' NIL ( Previous year - ' NIL)
3 Loans to employees have been considered to be outside the purview of disclosure requirement.
4 Investment by Loanee in the shares of the Parent company - NIL ( Previous year - NIL)
62 In the Opinion of the Board of Directors, the Current Assets, Loans & Advances are realisable in the ordinary course of business at least equal to the amount at which they are stated in the Balance Sheet. The Provision for all known liabilities is adequate and not in excess of the amount reasonably necessary.
63 a) Figures have been disclosed in rupees in lacs.
b) Previous year's figures have been regrouped and / or reclassified wherever found necessary to confirm current year's presentation.
|