a) Capital Reserve
The capital reserve was created as per Composite scheme of arrangement among Adani Gas Holding Limited and Adani Gas Limited and Adani Enterprises Limited and their respective shareholders and creditors under section 230 to 232 of the Companies Act, 2013 approved by National Company Law Tribunal ("NCLT") Bench at
Ahmedabad vide its order dated 3rd August, 2018. Hence, the same is not considered as a free reserve for the purpose of distribution of dividends.
b) Retained Earnings
The portion of profits not distributed among the shareholders are termed as retained earnings (free reserves). The Company may utilize the retained earnings for making investments for future growth and expansion plans, for the purpose of generating higher returns for the shareholders, for distributing dividend and bonus or for any other purpose, as approved by the Board of Directors of the Company.
c) Other Comprehensive Income
This reserve represents the cumulative gains and losses arising on the revaluation of equity investments measured at fair value through other comprehensive income.
a) Security Details:
Rupee Term Loans from bank is secured by
Ý First pari-passu charge over all present and future movable fixed assets including movable plant and machinery, machinery spare, tools and accessories, furniture and fixtures , vehicle and other movable
assets of Ahmedabad, Vadodara, Khurja, Faridabad and 9th Round Geographical Areas of the company for which ca-pex funding is sought.
Ý Second pari-passu charge over all current assets including uncalled capital, goodwill, operating cash flows, receivables, and revenue in whatsoever nature, present and future, pertaining to all Geographical Areas of
the company.
b) Repayment terms:
i) Rupee Term Loan of H88.57 Crores (previous year H130.25 Crores) is repayable in 7 Quarterly Instalments of H10.42 Crores each from Q1 FY24 and final instalment of H15.63 Crores in Q4 FY25 and said loan carries interest rate linked to the benchmark rate, presently @ 9.00% p.a. and is payable on monthly basis.
ii) Rupee Term Loan of H54.20 Crores (previous year H74.97 Crores) is repayable in 7 Quarterly Instalments of H5.71 Crores each from Q1 FY24 to Q3 FY25, instalment of H7.85 Crores in Q4 FY25 and final instalment of H6.36 Crores in Q1 FY26 and said loan carries interest rate linked to the benchmark rate, presently @ 8.75%
p.a.and is payable on monthly basis.
iii) Rupee Term Loan of H34.44 Crores (previous year H45.10 Crores) is repayable in 6 Quarterly Instalments of H3.28 Crores each from Q1 FY24 to Q2 FY25 and 4 Quarterly Instalments of H3.69 Crores each from Q3
FY25 to Q2 FY26 & said loan carries interest rate linked to the benchmark rate, presently @ 8.80% p.a. and
is payable on monthly basis.
iv) Rupee Term Loan of H209.00 Crores (previous year H58.59 Crores) is repayable in 21 Quarterly Instalments of H9.95 Crores each from Q1 FY24 to Q1 FY29, and said loan carries interest rate linked to the benchmark rate, presently @ 8.60% p.a. and is payable on monthly basis.
v) Rupee Term Loan of Nil (previous year H150 Crores) is repaid in March'2023
vi) Rupee Term Loan of H219.92 Crores (previous year NIL) is repayable in 1 Quarterly Instalments of H30.00 Crores in Q1 FY24 and final instalment of H189.92 Crores in Q2 FY24 said loan carries interest rate linked to the benchmark rate, presently @ 8.50% p.a. and is payable on monthly basis.
28 Current Borrowings (Contd.)
Short Term Loan from Bank amounting to NIL (previous year H60 Crore) is secured by First Pari passu charge over current assets of the existing four geographical areas and Second Pari pasu charge over movable fixed
assets of existing four geographical areas.
Short Term Loan from Bank amounting to H325 Crore (previous year NIL) are secured by First Pari passu charge over the current assets of the geographical areas in the nature of stocks/ spares/ any such assets, both present and future cashflows, receivables, book debts or revenues excluding those in other subsidiaries and joint venture entities. Second pari passu charge (subordinate to the first ranking charge, if any, created by the company in future from time to time for securing other long term debt including overseas bonds) over all movable fixed assets of the company. These borrowings carry an interest rate of 7.35% to 9.25% p.a.
b) Trade credits from Banks aggregating to H157.32 Crore (previous year H178.89 Crore) are secured by First Pari passu charge over the current assets of the geographical areas in the nature of stocks/ spares/ any such assets, both present and future cashflows, receivables, book debts or revenues excluding those in other subsidiaries and joint venture entities and second pari passu charge (subordinate to the first ranking charge, if any, created by the company in future from time to time for securing other long term debt including overseas bonds) over all movable fixed assets of the company. The said facility carries interest rate of 5.55% to 8.45% p.a.
Trade Credit (Purchase Invoice financing) from Bank amounting to H47.01 Crore (Previous year Nil) is secured by First Pari passu charge over the current assets of the geographical areas in the nature of stocks/ spares/ any such assets, both present and future cashflows, receivables, book debts or revenues excluding those in other subsidiaries and joint venture entities and second pari passu charge (subordinate to the first ranking charge, if any, created by the company in future from time to time for securing other long term debt including overseas bonds) over all movable fixed assets of the company. The said facility carries interest rate of 9.30% p.a.
c) Overdraft from Bank amounting to H23.30 Crore (previous year Nil) are secured by first pari passu charge over the current assets in the nature of stocks/ spares/ any such assets, both present and future cashflows, receivables, book debts or revenues excluding those in other subsidiaries and joint venture entities and second pari passu charge (subordinate to the first ranking charge, if any, created by the company in future from time to time for securing other long-term debt including overseas bonds) over all movable fixed assets of the company. The said facility carries interest rate ranging from 7.90% to 8.35% p.a.
Overdraft from Bank amounting to H214.14 Crore (previous year NIL) is availed against lien on Fixed Deposit with the Bank. The said facility carries interest rate of 8.25% p.a.
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43 Contingent Liabilities and Commitments ( to the extent not provided for) :
(i) Contingent Liabilities : (H in Crores)
|
|
Particulars
|
As at
31st March, 2023
|
As at
31st March, 2022
|
|
a) Claims against the Company not acknowledged as Debts
|
52.61
|
20.03
|
|
b) Pending labour matters contested in various courts
|
0.69
|
0.47
|
|
c) Cases pending in Consumer Forums
|
0.81
|
0.77
|
|
d) Cases pending in MACT
|
0.10
|
0.10
|
|
e) In respect of Service tax, Excise Duty and VAT
|
26.15
|
29.31
|
|
f) In respect of Income Tax
|
2.01
|
2.38
|
|
g) Special Civil Suits
|
0.25
|
0.25
|
|
h) Property Tax
|
13.93
|
11.86
|
|
i) Other Litigation
|
0.37
|
0.37
|
|
Total
|
96.92
|
65.54
|
j) The Company has extended Corporate Guarantee against the issuance of Performance Bank Guarantee in favor of Regulatory body for authorization awarded to Joint Venture Company.The aggregate amount of Corporate Guarantee outstanding as on 31st March, 2023 was H3533.46 Crores (31st March, 2022 : H3533.46
Crores).
k) Gas suppliers have submitted a claim of H103.58 Crores pertaining to earlier years (FY 2013-14 to FY 2021-22) for use of allocated gas for other than specified purpose. The company has refuted this claim contending that there is a gross error in actual domestic gas purchase and actual sales considered by the suppliers. The management is of the view that the company is not liable to pay any such claim. The company has already taken up the matter with concerned entities/authorities to withdraw the claim.
l) Haryana Shehri Vikas Pradhikaran ("HSVP") has raised demand notes of H39.18 crores against plot of lands allotted by HSVP to the Company for CNG gas stations. Presently the Company does not have any basis of the computation of the claim. The Company is regularly paying all the lease rentals and has made a requisite provision on the basis of the allotment letter. The Company is of the opinion that, as remaining amount is not clear and ascertainable and is beyond the terms of allotment letters, hence not provided in the books.
m) OMCs vide letters dated November 30, 2021 have communicated their proposal on the revision of trade discount they wish to make applicable to various geographies of the Company as per the recommendation of the De-Novo study by IIM Bengaluru. The Company had suitably taken up with the OMCs and Ministry of Petroleum & Natural Gas replied vide letters dated December 7, 2021 and latest on February 16, 2023 that any revision in the trade discount must be mutually discussed and agreed between OMCs and the Company by forming a committee. The issue is pending for further discussions with the OMCs. As the issue is applicable to the CGD entities at large, the Company is hopeful of arriving at amicable resolution of the subject issue and taken relevant provision as per the assessment of Company on conservative approach.
n) NOIDA Authority issued a demand notice for H108.21 Cr and revised notice dated April 12, 2023 of H149.91 crores for the alleged License fees related to surrendered CNG plots with interest. The Company had filed a revision petition against the said demand notice for quashing the impugned demand notice and the
matter is sub-judice.
Notes:
a) Interest on the above contingencies is not included in the above amounts wherever not ascertainable.
b) Management is not expecting any future cash outflow with respect to above litigations.
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(ii) Commitments :
|
|
(H in Crores)
|
|
Particulars
|
As at
31st March, 2023
|
As at
31st March, 2022
|
| |
|
|
|
a) Estimated amount of contract on capital account to be executed
and not provided for (net of advance)
|
388.30
|
665.86
|
| |
388.30
|
665.86
|
|
44 Expenses Directly Attributable To Construction Period
|
|
|
|
The following expenses which are specifically attributable to construction of project are included in Capital Work-in-Progress (CWIP) & Intangible Assets under Development
(H in Crores)
|
|
Particulars
|
As at
31st March, 2023
|
As at
31st March, 2022
|
|
Opening Balances
|
168.14
|
106.96
|
|
Employee Benefits Expense
|
51.22
|
36.22
|
|
Finance Cost
|
50.97
|
11.08
|
|
Other Expenses
|
98.88
|
67.16
|
| |
369.21
|
221.43
|
|
Less:
|
|
|
|
Capitalisations
|
109.83
|
53.29
|
|
Closing Balances
|
259.38
|
168.14
|
45 Financial Instruments, Fair Value Measurements, Financial Risk and Capital Management : A) Accounting Classification and Fair Value Hierarchy Financial Assets and Liabilities
The Company's principal financial assets include loans, trade receivables, cash and cash equivalents, contract assets, deposits and other receivables. The Company's principal financial liabilities comprise of borrowings, trade and other payables, retention, capital creditors, lease liabilities and deposits from customers. The main purpose of these financial liabilities is to finance the Company's operations and projects.
Fair Value Hierarchy
The fair value hierarchy is based on inputs to valuation techniques that are used to measure fair value that are either observable or unobservable and consists of the following three levels:
Level-1 : Inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities.
Level-2 : Inputs are other than quoted prices included within Level-1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).
Level-3 : Inputs are not based on observable market data (unobservable inputs). Fair values are determined in whole or in part using a valuation model based on the assumptions that are neither supported by prices from
observable current market transactions in the same instrument nor are they based on available market data.
(iii) Carrying amounts of current financial assets and liabilities as at the end of the each year presented approximate the fair value because of their current nature. Difference between carrying amounts and fair values of other non-current financial assets and liabilities subsequently measured at amortised cost is not
significant in each of the year presented.
B) Financial Instruments and Financial Risk Review
In the ordinary course of business, the Company is mainly exposed to risks resulting from interest rate movements, exchange rate fluctuation collectively referred as Market Risk, Credit Risk, Liquidity Risk and Price risks. The Company's senior management oversees the management of these risks.
The Company's risk management activities are subject to the management, direction and control of Central Treasury Team of the Company under the framework of Risk Management Policy for Currency and Interest rate risk as approved by the Board of Directors of the Company. The Company's central treasury team ensures appropriate financial risk governance framework for the Company through appropriate policies & procedures and financial risks are identified, measured and managed in accordance with the Company's policies and risk objectives.
i) Market risk
Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises three types of risk: interest rate risk, currency risk and price risk. Financial instruments affected by market risk include loans and borrowings, trade payables for natural gas, capital creditors, FVTOCI investments and short term Investments.
a) Interest rate risk
The Company is exposed to changes in market interest rates due to financing, investing and cash management activities. The Company's exposure to the risk of changes in market interest rates relates primarily to the Company's long-term debt obligations with floating interest rates and period of borrowings.The Company manages its interest rate risk by having a balanced portfolio of fixed and variable rate loans and borrowings.
For Company's total borrowings, the analysis is prepared assuming the amount of the liability outstanding at the end of the reporting period was outstanding for the whole year however the year end balances are not necessarily representative of the average debt outstanding during the year.
b) Foreign Currency Risk
Foreign Currency risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in foreign exchange rates. The Company is exposed to the effects of fluctuation in the prevailing foreign currency exchange rates on its financial position and cash flows. Exposure arises primarily due to exchange rate fluctuations between the functional currency and other currencies from the company's operating and financing activities. Since, the transactions in foreign currency are limited, the exposure to foreign currency risk is minimal and hence no hedging is opted.
c) Price risk
Commodity price risk arises from the change in the commodity prices that may have an adverse effect on the company's result in the current reporting period and future periods. The company's exposure to commodity risk is in relation to volatility in prices of natural gas. The future purchases of natural gas are subject to price risk.The administered price determined by the PPAC cell of Petroleum and Natural Gas Regulatory Board minimises the company's exposure to price risk for a period of six months. The company manages its risk by maintaining a balanced procurement at administered and spot purchase rates. Further,risk arising on account of fluctuations in price of natural gas is mitigated by company's ability to pass on the fluctuations in prices to customers.
The Company invests its temporary surplus funds in various mutual funds and to manage its price risk arising from investments, maintains a balanced portfolio in accordance with the limits set by the risk management policies.
ii) Credit risk
Credit risk refers to the risk that a counterparty or customer will default on its contractual obligations resulting in a loss to the Company. Financial instruments that are subject to credit risk principally consist of Loans, Trade and Other Receivables, Cash & Cash Equivalents, Investments and Other Financial Assets.Trade Receivables that are subject to security deposits ensures that the company's receivable are secured in the event of non-payment. The carrying amounts of other financial assets represent the maximum credit risk exposure.
Credit risk encompasses both, the direct risk of default and the risk of deterioration of creditworthiness as well as concentration of risks. Credit risk is controlled by analysing credit limits and creditworthiness of counter parties on continuous basis with appropriate approval mechanism for sanction of credit limits. Credit risk from balances with banks, financial institutions and investments is managed by the Company's treasury team in accordance with the Company's risk management policy. Cash and cash equivalents and Bank deposits are placed with banks having good reputation, good past track record and high quality credit rating.
iii) Liquidity Risk
Liquidity risk refers the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities. The Company monitors its risk of shortage of funds using cash flow forecasting models. These models consider the maturity of its financial investments, committed funding and projected cash flows from operations. The Company's objective is to provide financial resources to meet its business objectives in a timely, cost effective and reliable manner and to manage its capital structure. A balance between continuity of funding and flexibility is maintained through continued support from its lenders and trade creditors.
Maturity profile of financial liabilities :
The table below provides details regarding the remaining contractual maturities of financial liabilities at the reporting date based on contractual undiscounted payment:
iv) Capital Management
For the purpose of the Company's capital management, capital includes issued capital and all other equity reserves attributable to the equity shareholders of the Company. The primary objective of the Company when managing capital is to safeguard its ability to continue as a going concern and to
maintain an optimal capital structure so as to maximize shareholder value.
The Company sets the amount of capital required on the basis of annual business and long-term operating plans which include capital and other strategic investments.
The funding requirements are met through a mixture of equity, internal fund generation, and other non - current/current borrowings. The Company's policy is to use current and non - current borrowings to meet anticipated funding requirements. The Company monitors capital on the basis of the net debt
to equity ratio.
Management monitors the return on capital, as well as the level of dividends to equity shareholders. In order to achieve this overall objective, the Company's capital management, amongst other things, aims to ensure that it meets financial covenants attached to the interest-bearing loans and borrowings that define capital structure requirements. Breaches in meeting the financial covenants would permit the bank to immediately call loans and borrowings. No changes were made in the objectives, policies or processes for managing capital during the year ended 31st March, 2023 and 31st March, 2022 respectively.
47 Corporate Social Responsibility
As per Section 135 of the Companies Act, 2013, a corporate social responsibility (CSR) committee has been formed by the Company. The Company is liable to incur CSR expense as per requirement of Section 135 of Companies Act, 2013. Accordingly, it has incurred expenses of H12.45 Crore (Previous year : H10.27 Crore ) on the activities which are specified in Schedule VII of the Companies Act, 2013.
(a) Gross amount as per the limits of Section 135 of the Companies Act, 2013 : H12.41 Crore ( Previous year:
H10.26 Crore)
48 The Company has made provision in the accounts for Gratuity based on actuarial valuation, The particulars under the Ind AS 19 "Employee Benefits" furnished below are those which are relevant and available to the
Company for this year,
b) Defined Benefit Obligations :
The company has a defined benefit gratuity plan (funded) and is governed by the Payment of Gratuity Act, 1972. Under the Act, which provides a lump sum payment to vested employees at retirement, death, incapacitation or termination of employment, of an amount based on the respective employee's salary and the tenure of employment, The scheme is funded with Life Insurance Corporation of India (LIC) in form of a qualifying insurance policy with effect from September 01, 2010 for future payment of gratuity to the employees who invests the funds as per Insurance Regulatory Development Authority guidelines. The details of the fund invested by insurer are not available with the Company.
Liability in respect of Gratuity is determined based on actuarial valuation done by actuary as at the balance sheet date. Each year, the management reviews the level of funding in the gratuity fund. Such review includes the asset - liability matching strategy. The management decides its contribution based on the results of this review. The management aims to keep annual contributions relatively stable at a level such that no plan deficits (based on valuation performed) will arise.
Aforesaid post-employment benefit plans typically expose the Company to actuarial risks such as: investment risk, interest rate risk, longevity risk ,salary risk and liquidity risk.
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Investment Risk
|
These Plans invest in long term debt instruments such as Government securities and highly rated corporate bonds. The valuation of which is inversely proportionate to the interest rate movements. There is risk of volatility in asset values due to market fluctuations and impairment of assets due to credit losses.
|
|
Interest Risk
|
The present value of the defined benefit liability is calculated using a discount rate which is determined by reference to market yields at the end of the reporting period on Government securities. A decrease in yields will increase the fund liabilities and
vice-versa.
|
|
Longevity Risk
|
The present value of the defined benefit liability is calculated by reference to the best estimate of the mortality of plan participants both during and after their employment. An increase in the life expectancy of the plan participants will increase the plan's liability.
|
|
Salary Risk
|
The present value of the defined benefit liability is calculated by reference to
the future salaries of plan participants. As such, an increase in salary of the plan participants will increase the plan's liability,
|
|
Liquidity Risk
|
This is the risk that arise due to non availabilty of enough cash / cash equivalent to meet the liabilities or holding of illiquid assets not being sold in time to meet the
short term gratuity payouts.
|
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 in the employment market.
The overall expected rate of return on assets is determined based on the market prices prevailing on that date, applicable to the period over which the obligation is to be settled. There has been significant change in expected rate of return on assets due to change in the market scenario.
There was no change in the methods and assumptions used in preparing the sensitivity analysis from
prior years.
viii. Effect of Plan on Entity's Future Cash Flows
a) Funding arrangements and Funding Policy
The Company has purchased an insurance policy to provide for payment of gratuity to the employees. Every year, the insurance company carries out a funding valuation based on the latest employee data provided by the Company. Any deficit in the assets arising as a result of such
valuation is funded by the Company.
b) Expected Contribution during the next annual reporting period
The Company's best estimate of Contribution during the next year is H10.19 Crore (31st March, 2022:
H6.51 Crore)
c) Maturity Profile of Defined Benefit Obligation
The average duration of the defined benefit plan obligation at the end of the reporting period is 6 years (31st March, 2022: 6 years). The expected maturity analysis of gratuity benefits is as follows :
ix. Risk Exposure and Asset Liability Matching
The Company has purchased insurance policy, which is a year-on-year cash accumulation plan in which the interest rate is declared on yearly basis and is guaranteed for a period of one year. The Insurance Company, as part of the policy rules, makes payment of all gratuity outgoes happening during the year (subject to sufficiency of funds under the policy). The policy, thus, mitigates the liquidity risk. However, being a cash accumulation plan, the duration of assets is shorter compared to the duration of liabilities. Thus, the companies are exposed to movement in interest rate (in particular, the significant fall in interest rates, which should result in a increase in liability without corresponding increase in the asset).
c) Compensated absences/ leaves
Other long term employee benefits comprise of compensated absences/leaves, which are recognised
based on actuarial valuation. The actuarial liability for compensated absences as at the year ended 31st March, 2023 is H8.31 Crores (31st March, 2022: H6.56 Crores).
Terms and conditions of transactions with related parties -
i) The Company is dealing in the CNG & PNG sales to the domestic, industrial and commercial consumers. The above related party transaction do not include the transactions of CNG & PNG Gas sales to the related parties in ordinary course of business, as all such transactions are done at Arm's Length Price only. As per Para 11(c)(iii) of Ind AS-24 "Related Party Disclosures", normal dealings of Company with related parties by virtue of public utilities are excluded from the purview of Related Party Disclosures.
ii) Outstanding balances of related parties at the year-end are unsecured.
iii) Remuneration to Key Managerial Personnel does not include provision for Leave Encashment and Gratuity as it is provided in the books of account on the basis of actuarial valuation for the Company as a whole and hence individual figures cannot be identified
iv) All above figures are net of taxes wherever applicable,
52 Leases
The Company has lease contracts for land, buildings and Servers used in its operations. Leases of this items are generally have lease terms between 1 to 99 years. Generally, the Company is restricted from assigning and
subleasing the leased assets.
The Company has elected not to apply the requirements of Ind AS 116 to short term leases of all the assets
that have a lease term of twelve months or less and leases for which the underlying asset is of low value. The lease payments associated with these leases are recognized as an expense on a straight line basis over the lease term.
The weighted average incremental borrowing rate applied to discount lease liabilities is 9.75% p.a.
53A Other Disclosures
a) The Hon'ble Apex Court on 28th September'21 has disposed of an appeal filed by the Company claiming deemed authorization for Sanand, Bavla and Dholka (Outer Ahmedabad City) to lay and maintain the gas distribution network. The Company has sought suitable directions from the Hon'ble PNGRB for the compliance of Hon'ble Supreme Court order and as such no financial impact has been considered in these Financial Statements.
b) Security Deposit include amount of H2.09 Crore
and interest due thereon of H2.59 Crore are outstanding for a substantial period of time. The Company has been actively negotiating for recovery, periodic confirmation of balances are taken and the management is reasonably confident of recovery against the same.
c) The Company had signed a Definitive Agreement on 3rd November, 2020 for acquisition of 3 Geographical Areas namely Ludhiana, Jalandhar and Kutch (East). The matter regarding authorisation and penalties levied by PNGRB on the Seller consortium has been disposed favorably by Appellate Tribunal for Electricity (APTEL) recently. The intended transaction is yet to be consummated.
d) PNGRB issued authorization in favor of the
company for Faridabad district-2. A section of Faridabad, carved out as Faridabad district-1 has been authorized to other CGD which the Company is evaluating to approach to relevant authority. However, the Company shall be allowed to operate with their existing infrastructure. Under the same communication, Noida authorization has been rejected and a speaking order on the same is awaited.
53B Additional Regulatory Disclosures
a) Details of Loans given, Investments made and Guarantee given or security provided covered u/s 186 (4) of the Companies Act, 2013 are given under respective notes (refer notes 9, 10, 50 and 43(i)(j)).The said loans and guarantees have been given for business purpose.
b) No funds have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the company to or in any other persons or entities, including foreign entities ("Intermediaries”) with the understanding, whether recorded in writing or otherwise, that the Intermediary shall directly or indirectly lend or invest in other persons or entities
identified in any manner whatsoever (Ultimate
beneficiaries) by or on behalf of the company or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
No funds have been received by the Company from any persons or entities, including foreign entities ("Funding Parties”), with the understanding, whether recorded in writing or otherwise, that the Company shall directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever ("Ultimate Beneficiaries”) by or on behalf of the Funding Parties or provide any guarantee, security or the like from or on behalf of the Ultimate Beneficiaries.
c) There are no proceedings initiated or pending against the Company for holding any benami property under the Benami Transactions (Prohibitions) Act, 1988 (45 of 1988) and the rules made thereunder
d) The Company has not been Declared a wilful defaulter by any bank or financial institution.
e) The Company did not enter into any transactions during the year with companies struck off under section 248 of the Companies Act, 2013 or section 560 of the Companies
Act, 1956
f) There are no charges or satisfaction yet to be registered with the Registrar of Companies
beyond the statutory period.
g) The Company is in compliance with the number of layers prescribed under clause (87)
of section 2 of the Act read with Companies (Restriction on number of Layers) Rules, 2017
h) The Company does not have any undisclosed income which is not recorded in the books of account that has been surrendered or disclosed as income during the year (and previous 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.
i) The Company has not traded or invested in Crypto currency or Virtual Currency during the
financial year.
j) The Company have sanctioned borrowings/ facilities from banks on the basis of security of current assets. The quarterly returns or
statements of current assets filed by the Company with banks and financial institutions
are in agreement with the books of accounts.
54 During the quarter ended 31st March, 2023 a short seller had issued a report alleging certain issues
against certain entities of Adani Group, one of the ATGLs promoters, which have been duly denied by Adani group. To uphold the principles of good
governance, Adani Group had undertaken review of transactions referred in the short seller's report (including that of the company) through an independent assessment from law firm. The report confirms company's compliance of applicable laws and regulations.
Further, in context of the short seller's report, there is a petition filled in the Hon'ble Supreme Court, and SEBI is examining compliances of laws and regulations by conducing enquires to the Group's listed companies. Given the matter is sub-judice, the Financial Statement do not carry any adjustment.
56 The Board of Directors at its meeting held on 2nd May, 2023 have recommended final dividend of H0.25 (25%) per equity share of the face value of H1 each for the financial year 2022-23. This proposed dividend is subject to approval of shareholders in the ensuing annual general meeting.
57 Events occurring after the Balance sheet Date
The Company evaluates events and transactions that occur subsequent to the balance sheet date but prior to approval of the financial statements to determine the necessity for recognition and/or reporting of any of
these events and transactions in the financial statements, As of 2nd May, 2023, there are no subsequent events to be recognized or reported that are not already disclosed.
58 Approval of financial statements
The financial statements were approved for issue by the board of directors on 2nd May, 2023.
The accompanying notes are an integral part of the financial statements,
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