1.16 Provisions and Contingencies
Provisions involving substantial degree of estimation in measurement are recognized when there is a present obligation as a result of past events, it is probable that there will be an outflow of resources and a reliable estimate can be made of the amount of the obligation. These are reviewed at each balance sheet date and adjusted to reflect the current best estimate. Contingent liabilities are not provided for and are disclosed by way of notes unless the possibility of outflow of resources embodying economic benefits is remote
If the effect of the time value of money is material, provisions are discounted using a current pre-tax rate that reflects, when appropriate, the risks specific to the liability. When discounting is used, the increase in the provision due to the passage of time is recognised as a finance cost in the statement of profit and loss.
Contingent liability is disclosed in case of:
(i) a present obligation arising from past events, when it is not probable that an outflow of resources will be required to settle the obligation; and
(ii) a present obligation arising from past events, when no reliable estimate is possible.
Contingent assets are not recognised in financial statements, however are disclosed, where inflow of economic benefits is probable.
Provisions, contingent liabilities and contingent assets are reviewed at each balance sheet date.
1.17 Revenue recognition
Revenue from contracts with customers is recognised when a performance obligation is satisfied by transfer of promised goods or services to a customer.
For performance obligation satisfied over time, the revenue recognition is done by measuring the progress towards complete satisfaction of performance obligation. The progress is measured in terms of a proportion of actual cost incurred to-date, to the total estimated cost attributable to the performance obligation.
The Company transfers control of a good or service over time and therefore satisfies a performance obligation and recognises revenue over a period of time if one of the following criteria is met:
(a) the customer simultaneously consumes the benefit of the Company's performance or
(b) the customer controls the asset as it is being created/ enhanced by the Company's performance or
(c) there is no alternative use of the asset and the Company has either explicit or implicit right of payment considering legal precedents.
In all other cases, performance obligation is considered as satisfied at a point in time.
The revenue is recognised to the extent of transaction price (net of variable consideration) allocated to the performance obligation satisfied. Transaction price is the amount of consideration to which the Company expects to be entitled in exchange for transferring goods or services to a customer excluding amounts collected on behalf of a third party. Payment terms agreed with a customer are as per business practice and the financing component, if significant, is separated from the transaction price and accounted as interest income.
Costs to obtain a contract which are incurred regardless of whether the contract was obtained are charged-off in profit or loss immediately in the period in which such costs are incurred. Incremental costs of obtaining a contract, if any, and costs incurred to fulfil a contract are amortised over the period of execution of the contract in proportion to the progress measured in terms of a proportion of actual cost incurred to-date, to the total estimated cost attributable to the performance obligation.
Significant judgments are used in:
a. Determining the revenue to be recognised in case of performance obligation satisfied over a period of time; revenue recognition is done by measuring the progress towards complete satisfaction of performance obligation.
b. Determining the expected losses, which are recognised in the period in which such losses become probable based on the expected total contract cost as at the reporting date.
c. Determining the method to be applied to arrive at the variable consideration requiring an adjustment to the transaction price.
(i) Revenue from Operations:
A) Revenue from construction/project
related activity is recognised as follows:
(a) Cost plus contracts: Revenue from
cost plus contracts is recognised over time and is determined
with reference to the extent
performance obligations have been satisfied. The amount of transaction price allocated to the performance obligations satisfied represents the recoverable costs incurred during the period plus the margin as agreed with the customer.
(b) Fixed price contracts: Contract revenue is recognised over time to the extent of performance obligation satisfied and control is transferred to the customer. Contract revenue is recognised at allocable transaction price which represents the cost of work performed on the contract plus proportionate margin, using the percentage of completion method. Percentage of completion is the proportion of cost of work performed to-date, to the total estimated contract costs.
B) Revenue from rendering of services is recognised over time as the customer receives the benefit of the Company's performance and the Company has an enforceable right to payment for services transferred.
Unbilled revenue represents value of services performed in accordance with the contract terms but not billed.
C) Other operational revenue represents income earned from the activities incidental to the business and is recognised when the performance obligation is satisfied and right to receive the income is established as per the terms of the contract.
(ii) Other Income:
Interest income on investments and loans is accrued on a time basis by reference to the principal outstanding and the effective interest rate including interest on investments classified as fair value through profit or loss or fair value through other comprehensive income.
Dividend income is accounted in the period in which the right to receive the same is established.
Other items of income are accounted as and when the right to receive such income arises and it is probable that the economic benefits will flow to the Company and the amount of income can be measured reliably.
1.18 Borrowing Cost
Borrowing costs are interest and other costs (including exchange differences relating to foreign currency borrowings to the extent that they are regarded as an adjustment to interest costs) incurred in connection with the borrowing of funds. Borrowing costs directly attributable to acquisition or construction of an asset which necessarily take a substantial period of time to get ready for their intended use are capitalised as part of the cost of that asset. Other borrowing costs are recognised as an expense in the period in which they are incurred.
1.19 Earnings per equity share
Basic earnings per equity share is computed by dividing the net profit or loss attributable to the equity holders of the company by the weighted average number of equity shares outstanding during the period. Diluted earnings per equity share is computed by dividing the net profit or loss attributable to the equity holders of the company by the weighted average number of equity shares considered for deriving basic earnings per equity share and also the weighted average number of equity shares that could have been issued upon conversion of all dilutive potential equity shares. The dilutive potential equity shares are adjusted for the proceeds receivable had the equity shares been actually issued at fair value (i.e. the average market value of the outstanding equity shares). Dilutive potential equity shares are deemed to have been converted as of the beginning of the period, unless issued at a later date. Dilutive potential equity shares are determined independently for each period .
1.20 Statement of Cash Flow
The cash flows from operating, investing and financing activities of the Company are segregated. Cash flows from operating activities are reported using the indirect method, whereby profit for the period is adjusted for the effects of transactions of a non-cash nature, any deferrals
or accruals of past or future operating cash receipts or payments and item of income or expenses associated with investing or financing cash flows.
1.21 Employee Benefits
Short Term Employment benefits
All employee benefits payable wholly within twelve months of rendering the service are classified as short¬ term employee benefits. Benefits such as salaries, wages etc. and the expected cost of ex-gratia are recognized in the period in which the employee renders the related service. A liability is recognised for the amount expected to be paid if the Company has a present legal or constructive obligation to pay this amount as a result of past service provided by the employee and the obligation can be estimated reliably.
Post Employment Employee Benefits
Retirement benefits to employees comprise payments to government provident funds, gratuity fund and Employees State Insurance.
Defined Contribution Plans
The Company's contribution to defined contributions plans such as Provident Fund, Employee State Insurance are recognised in the Statement of Profit and Loss in the year when the contributions to the respective funds are due. There are no other obligations other than the contribution payable to the respective Funds.
Defined Benefit Plans
Gratuity liability is defined benefit obligation. The Company's net obligation in respect of the gratuity benefit scheme is calculated by estimating the amount of future benefit that employees have earned in return for their service in the current and prior periods; that benefit is discounted to determine its present value.
The present value of the obligation under such defined benefit plan is determined based on actuarial valuation by an independent actuary, using the projected unit credit method, which recognizes each period of service as giving rise to additional unit of employee benefit entitlement and measures each unit separately to build up the final obligation.
The obligation is measured at the present value of the estimated future cash flows. The discount rates used for determining the present value of the obligation under defined benefit plan, are based on the market yields on Government securities as at the Balance Sheet date.
Remeasurement of the net defined benefit liability, which comprise actuarial gains and losses, the return on plan assets (excluding interest) and the effect of the
asset ceiling (if any, excluding interest), are recognised immediately in Other Comprehensive Income. The same is not eligible to be reclassified to profit or loss. Net interest expense (income) on the net defined liability (assets) is computed by applying the discount rate, used to measure the net defined liability (asset), to the net defined liability (asset) at the start of the financial year after taking into account any changes as a result of contribution and benefit payments during the year. Net interest expense and other expenses related to defined benefit plans are recognised in Statement of Profit and Loss.
When the benefits of a plan are changed or when a plan is curtailed, the resulting change in benefit that relates to past service or the gain or loss on curtailment is recognised immediately in Statement of Profit and Loss. The Company recognises gains and losses on the settlement of a defined benefit plan when the settlement occurs.
1.22 Income Taxes
Current Tax
Current tax comprises the expected tax payable or receivable on the taxable income or loss for the year and any adjustment to the tax payable or receivable in respect of previous years. The amount of current tax reflects the best estimate of the tax amount expected to be paid or received after considering the uncertainty, if any, related to income taxes. It is measured using tax rates (and tax laws) enacted or substantively enacted by the reporting date.
Current tax assets and current tax liabilities are offset only if there is a legally enforceable right to set off the recognised amounts, and it is intended to realise the asset and settle the liability on a net basis or simultaneously.
Minimum alternative tax (MAT) credit is recognized as an asset only when and to the extent there is convincing evidence that the Company will pay income tax higher than that computed under MAT, during the year that MAT is permitted to be set off under the Income Tax Act, 1961 (specified year). In the year, in which the MAT credit becomes eligible to be recognized as an asset the said asset is created by way of a credit to the Statement of profit and loss and shown as MAT credit entitlement.
The Company reviews the same at each balance sheet date and writes down the carrying amount of MAT credit entitlement to the extent there is no longer convincing evidence to the effect that the Company will pay income tax higher than MAT during the specified year.
Deferred Tax
Deferred tax is recognised in respect of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the
corresponding amounts used for taxation purposes, i.e. the tax base. Deferred tax is also recognised in respect of carried forward tax losses and tax credits. Deferred income tax assets and liabilities are measured using tax rates and tax laws that have been enacted or substantively enacted by the balance sheet date and are expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect of changes in tax rates on deferred income tax assets and liabilities is recognized as income or expense in the period that includes the enactment or the substantive enactment date. A deferred income tax asset is recognized to the extent that it is probable that future taxable profit will be available against which the deductible temporary differences and tax losses can be utilized. The company offsets deferred tax assets and deferred tax liabilities, where it has a legally enforceable right to set off the deferred tax assets and deferred tax liabilities and the deferred tax assets and the deferred tax liabilities relate to income taxes levied by the same taxation authority.
1.23 Assets Held For Sale
Non-current assets are classified as held for sale when their carrying amount will be recovered principally through a sale transaction rather than continuing use and a sale is highly probable.
Assets designated as held for sale are measured at the lower of carrying amount at designation and fair value less costs to sell.
1.24 Fair value measurement
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value measurement is based on the presumption that the transaction to sell the asset or transfer the liability takes place either:
• In the principal market for the asset or liability, or
• In the absence of a principal market, in the most advantageous market for the asset or liability
The principal or the most advantageous market must be accessible by the company. The fair value of an asset or a liability is measured using the assumptions that market participants would use when pricing the asset or liability, assuming that market participants act in their economic best interest.
For cash and other liquid assets, the fair value is assumed to approximate to book value, given the short-term nature of these instruments. For those items with a stated maturity exceeding twelve months, fair value is calculated using a discounted cash flow methodology.
A fair value measurement of a non-financial asset considers a market participant's ability to generate economic benefits by using the asset in its highest and best use or by selling it to another.
The Company uses valuation techniques that are appropriate in the circumstances and for which sufficient data are available to measure fair value, maximizing the use of relevant observable inputs and minimizing the use of unobservable inputs.
• Level 1 — Quoted (unadjusted) market prices in active markets for identical assets or liabilities
• Level 2 — Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or indirectly observable
• Level 3 — Valuation techniques for which the lowest level input that is significant to the fair value measurement is unobservable
For assets and liabilities that are recognised in the financial statements on a recurring basis, the company determines whether transfers have occurred between levels in the hierarchy by re-assessing categorisation (based on the lowest level input that is significant to the fair value measurement as a whole) at the end of each reporting period.
For the purpose of fair value disclosures, the company has determined classes of assets and liabilities based on the nature, characteristics and risks of the asset or liability and the level of the fair value hierarchy as explained above.
1.25 Recent 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.
1. Ind AS 21: The Effects of Changes in Foreign Exchange
Rates- applicable with effect from April 1,2025.
The amendments are pertaining to exchangeability of currency.
The Company has reviewed the amendments and based on its evaluation has determined that it does not have any significant impact in its financial statements.
2. Ind AS 1: Presentation of Financial Statements- applicable w.e.f. April 1,2025.
The amendment relates to classification of liabilities as current or noncurrent and non-current liabilities with covenants. The amendments are pertaining to classifying a liability as current. Through the amendments, the requirement of existence of a right to defer settlement for at least 12 months after the reporting date has been removed. Instead, it is now required that the said right should exist on the reporting date and such right should have substance. The amendment also introduces guidance on classification of liabilities with covenants.
The Company has reviewed the amendments. Based on its evaluation the Company has determined that there is no impact of these amendments in its classification criteria of current and non¬ current liabilities.
3. Ind AS 7: Statement of Cash Flows and Ind AS 107, Financial Instruments: Disclosures- applicable w.e.f. April 1,2025.
The amendment in Ind AS 7 requires informing users of financial statements of the existence of supplier finance arrangements and explain the nature of the arrangements, the carrying amount of liabilities and the range of payment due dates. Ind AS 107 has been amended to add supplier finance arrangements as a factor that may cause concentration of liquidity risk.
The Company has reviewed the amendment. Based on its evaluation the Company has determined that it does not have any significant impact in its financial statements.
4. Ind AS 12: International Tax Reform - Pillar Two Model Rules- applicable immediately.
The amendments provide a temporary mandatory relief from deferred tax accounting for top-up tax and disclose that they have applied the relief. This relief is immediate and applies retrospectively.
The Company has reviewed the amendments. Based on its evaluation the Company has determined that there is no impact of these amendments in its financial statements.
Note 4: Loans (Contd..)
4.1 In accordance with the exemption under Section 186(11) of the Companies Act, 2013, the Company extended interest-free loans to its related parties. However, this interest-free arrangement excludes the two parties specified in 4(ii) and 4(iv) above, to whom interest was charged.
4.2 The loans were advanced for the purposes of business expansion and general corporate operations.
4.3 Loans extended to related and non-related entities are subject to repayment upon demand.
4.4 Disclosure pursuant to Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 and section 186 of the Companies Act, 2013:
A. Background and Initial Allotment
During the Financial Year 2023-24, the Company allotted 1,62,29,862 convertible share warrants on a private placement basis to four investors for an aggregate consideration of H53,242.06 lakhs. The warrants were issued at a price of H328.05 per warrant, determined in accordance with the pricing guidelines prescribed under Regulation 164(1) of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018 ("ICDR Regulations”).
B. Key Terms of the Warrants
• Subscription and Call Money:An amount equivalent to 25% of the warrant issue price was payable at the time of subscription, with the remaining 75% payable upon the exercise of the conversion option. As of March 31, 2025, the Company had received H13,311.73 lakhs (representing 25.0023% of the total consideration).
• Exercise Period:Warrant holders were entitled to exercise the conversion option, in one or more tranches, within a period of 18 months from the date of allotment. Unexercised warrants at the expiry of 18 months were subject to lapse and forfeiture of the initial upfront payment.
• Rights and Ranking:The warrants did not confer any shareholder rights (including voting or dividend rights) until conversion. Upon exercise, the resulting equity shares (face value of H10/- each) are to be issued in dematerialized form and rank pari passu in all respects with the existing equity shares of the Company.
• Lock-in and Listing:The warrants and the subsequent equity shares issued upon conversion are subject to lock-in requirements as per ICDR Regulations. The Company is required to secure necessary listing and trading approvals from the stock exchanges.
C. Conversion of Warrants During F.Y. 2025-26
During the financial year ended March 31,2026, the warrant holders exercised their conversion option for the entirety of the outstanding warrants.
Consequently, the Company received the remaining 75% call money amounting to H39,930.33 lakhs. Accordingly, 1,62,29,862 equity shares of face value H10/- each were allotted to the warrant holders, and the entire balance under "Money received against convertible share warrants" has been transferred/allotted to Equity Share Capital and Securities Premium accounts."
12.1 No debt securities have been measured or designated at Fair Value Through Profit or Loss (FVTPL).
12.2 Details of terms of repayment and securities provided in respect of secured loans are as under:
1) Non-Current borrowings
a) Term Loan from Banks
- The securities provided for the term loan from banks amounting to J7,528.84 lakhs (P.Y. J8,973.06 lakhs) are as follows:
i. Personal guarantee of Mr. Dilip Suryavanshi, the Chairman & Managing Director of the Company and Mr. Devendra Jain, the CEO & Managing Director of the Company.
ii. The loans are secured by way of hypothecation of the respective vehicles/construction equipment's/aircraft/other financed assets.
- The above loans carry interest rates ranging from 7.40% to 12.05%. The loans are repayable in monthly installments
along with interest.
b) Loan from financial institutions
- The securities provided for the term loan from financial institutions amounting to J 6,899.82 lakhs (P.Y. J 7,955.67
lakhs) are as follows:
i. Personal guarantee of Mr. Dilip Suryavanshi, the Chairman & Managing Director of the Company.
ii. The loans are secured by way of hypothecation of the respective vehicles/construction equipments/other financed assets.
- The above loans carry interest rates ranging from 7.50% to 12.75%. The loans are repayable in monthly installments
along with interest.
2) Current borrowings
a) Loans payable on demand from Banks
i. Hypothecation of unencumbered plant and machinery and equipments.
ii. Pledge of fixed deposit receipts standing in the name of the company. (other than FDR kept as margin money for availing non fund based facilities).
iii. Pledge of 1,25,00,000 equity shares (P.Y. 1,25,00,000 equity shares) of Dilip Buildcon Limited held by Mr. Dilip Suryavanshi, the Chairman & Managing Director of the company and Mr. Devendra Jain, the CEO & Managing Director of the company.
iv. Pari passu charge in favour of all consortium/member lender banks by way of hypothecation over the Company's stocks of raw materials, stores, consumables, and stock-in-process, including cement, steel, steel pipes, aggregates (gitty), murram, boulders, diesel, bitumen, oil, grease, and other construction materials utilized at various project sites, together with work-in-progress, completed projects, book debts and amounts receivable from Government.
v. Personal guarantee of Mr. Dilip Suryavanshi, the Chairman & Managing Director of the company, Mrs. Seema Suryavanshi, relative of the Chairman & Managing Director of the company, Mr. Devendra Jain, the CEO & Managing Director of the Company and Mrs. Preeti Jain, relative of the CEO & Managing Director of the company.
vi. Guarantee of the firm M/s B. S. Associates.
vii. The collateral securities provided for the above loans are as follows:
Pari passu charge of all lender banks by way of extension of equitable mortgage of the following Immovable properties:
1) Vacant plot of land bearing Khasra No. 222 (Old Khasra No 9/1/2/1/4) located at Village Banjari, Kolar Road, Bhopal, standing in the name of Mr. Dilip Suryavanshi, Chairman & Managing Director of the Company.
2) Diverted land bearing Khasra No. 221 (Old Khasra No 9/1/2/1/5), located at Gram Banjari, near Ganpati Enclave, PH No. 39, Kolar Road, Tehsil Huzur, Bhopal, owned by a relative of Mr. Dilip Suryavanshi, Chairman & Managing Director of the Company.
3 Immovable property comprising Khasra Nos. 51/1/2/1,51/1/2/2, 51/1/2/3, and 51/1/2/4, located behind Halalpura Bus Stand, Bhopal, owned by M/s B. S. Associates (Partnership Firm).
4) House situated on Plot Nos. C/2, C/3A, C/14, and C/15, Falaudi Colony, New Ward No. 15, near Swami Vivekanand Public School, Rajgarh, standing in the name of Mrs. Preeti Jain, a relative of the CEO & Managing Director of the Company.
Pari passu charge in favour of all lender banks by extension of equitable mortgage over the following immovable
properties, which were mortgaged in the previous year, includes:
1) Diverted land bearing Khasra No. 56Ja (Old Khasra No. 56), situated at Village Sevania Gond, Patwari Halka No. 40, Vikas Khand Phanda, Tehsil Huzur, District Bhopal, standing in the name of Mr. Dilip Suryavanshi, Chairman & Managing Director of the Company
2) Diverted land bearing Khasra No. 56Jha (Old Khasra No. 56), located at Village Sevania Gond, PH No. 40, Vikas Khand Phanda, Tehsil Huzur, District Bhopal, owned by Mrs. Seema Suryavanshi, relative of the Chairman & Managing Director of the Company.
3) Plot of land bearing Khasra No. 235 (Old Khasra Nos. 85, 86/1 and 87/23), Patwari Halka No. 35, situated at Village Chapri, Ratibad, Tehsil Huzur, District Bhopal, standing jointly in the names of Mr. Dilip Suryavanshi, Chairman & Managing Director of the Company, and Mrs. Seema Suryavanshi, a relative of the Chairman & Managing Director.
4) Vacant land bearing Khasra No. 83/2/1, P.H. No. 35 and R.N.M. No. 4, located at Village Chapri, Ratibad, Bhopal, owned by Mrs. Seema Suryavanshi, a relative of the Chairman & Managing Director of the Company.
5) Land comprising Part Khasra No. 315/2, Patwari Halka No. 35, R.N.M. - 4, located at Gram Chapri (Ratlam), Vikas Khand Fanda, Tehsil Huzur, Bhopal, owned jointly by Mr. Dilip Suryavanshi, Chairman & Managing Director of the Company, and Mrs. Seema Suryavanshi, a relative of the Chairman & Managing Director.
The Company maintains policies and procedures to value financial assets or financial liabilities using the best and most relevant data available. In addition, the company internally reviews valuations, including independent price validation for certain instruments. Further, in other instances, Company retains independent pricing vendors to assist in corroborating the valuations of certain instruments.
The fair value of the financial assets and liabilities are included at the amount at which the instrument that would be received to sell an asset or paid to transfer liability in an orderly transaction between market participants at the measurement date.
The following methods and assumptions were used to estimate the fair values:
* The Company has not disclosed the fair values of trade payables, trade receivables, other bank balances and cash and cash equivalents because their carrying amounts are reasonable approximations of fair value.
Fair value of security deposits have been estimated using a discounted cash flow model. The valuation requires management to make certain assumptions about interest rates, maturity period, credit risk, forecasted cash flows.
Long-term fixed-rate and variable-rate receivables/borrowings are evaluated by the Company based on parameters such as interest rates, individual creditworthiness of the customer and the risk characteristics of the financed project. Based on this evaluation, allowances are taken into account for the expected credit losses of these receivables. As of reporting date the carrying amounts of such receivables, net of allowances are not materially different from their calculated fair values.
Carrying value of loans from banks, other non current borrowings and other financial liabilities is estimated by discounting future cash flows using rates currently available for debt on similar terms, credit risk and remaining maturities. The own non- performance risk as at reporting date was assessed to be insignificant.
Fair value hierarchy
The following table provides the fair value measurement hierarchy of the Company's assets and liabilities grouped into Level 1 to Level 3 as described in significant accounting policies - Note 1. Further table describes the valuation techniques used, key inputs to valuations and quantitative information about significant unobservable inputs for fair value measurements.
Note 32: Employee Benefits :
i Effective November 21, 2025, the Government of India consolidated 29 existing labour regulations into four labour codes, namely the Code on Wages, 2019, the Industrial Relations Code, 2020, the Code on Social Security, 2020, and the Occupational Safety, Health and Working Conditions Code, 2020 (collectively referred to as the "New Labour Codes”). Implementation of the New Labour Codes has resulted in a one-time material increase in provisions for employee benefits arising from the recognition of past service costs. Based on the requirements of the New Labour Codes and the clarifications issued by the Institute of Chartered Accountants of India (ICAI), the Company has assessed and recognised an incremental impact of H916.15 lakhs (H794.40 lakhs pertaining to gratuity and H121.75 lakhs pertaining to leave entitlement), which has been disclosed as past service cost.
ii Defined Contribution Plans:
a) Amount of H1,061.92 lakhs (P.Y. H3,433.40 lakhs) is recognised as an expense and included in "Employees benefits expense" (Note 22) in the Profit and Loss Statement.
b) The expenses for leave entitlement recognised in the Profit and Loss Statement is H 442.51 lakhs (P.Y. H441.40 lakhs) and is included under 'Employee's welfare and Other amenities' in "Employee benefits expenses" (Note 22) in the Profit and Loss Statement.
Note 33: Financial risk management policy and objectives
The key objective of the Company's capital management is to ensure that it maintains a stable capital structure with the focus on total equity to uphold investor, creditor, and customer confidence and to ensure future development of its business. The Company is focused on maintaining a strong equity base to ensure independence, security, as well as financial flexibility for potential future borrowings, if required without impacting the risk profile of the Company.
The Company's principal financial liabilities, comprise borrowings from banks, trade payables and security deposits ( in the form of amount withheld from contractors) . The main purpose of these financial liabilities is to finance Company's operations (short term). Company's principal financial assets include investments, security deposit, trade and other receivables, deposits with banks and cash and cash equivalents, that derive directly from its operations.
The Company is exposed to market risk, credit risk and liquidity risk.
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 other price risk such as equity price risk and commodity risk. Financial instruments affected by market risk include borrowings, trade and other payables, security deposit, trade and other receivables, deposits with banks.
The sensitivity analysis in the following sections relate to the position as at 31st March 2026 and 31st March 2025. The sensitivity of the relevant income statement item is the effect of the assumed changes in respective market risks. The sensitivity analysis have been prepared on the basis that the amount of net debt and the ratio of fixed to floating interest rates of the debt are constant at 31 March 2026.
The analysis exclude the impact of movements in market variables on: the carrying values of gratuity, other post retirement obligations and provisions.
a) Foreign Currency Risk
Foreign currency risk is the risk that the Fair Value or Future Cash Flows of an exposure will fluctuate because of changes in foreign currency rates. Exposures can arise on account of the various assets and liabilities which are denominated in currencies other than Indian Rupee.
a) Credit risk on trade receivables and unbilled work-in-progress is limited as the customers of the Company mainly consists of the government promoted entities having a strong credit worthiness. For other customers, the Company uses a provision matrix to compute the expected credit loss allowance for trade receivables and unbilled work-in-progress. The provision matrix takes into account available external and internal credit risk factors such as credit ratings from credit rating agencies, financial condition, ageing of accounts receivable and the Company's historical experience for customers.
b) Financial instruments and cash deposits
Credit risk from balances with banks and financial institutions is managed by the company in accordance with the Company's policy. Investments of surplus funds are made only with approved counterparties and within credit limits assigned to each counterparty. The Company monitors rating, credit spreads and financial strength of its counter parties. The Company monitors ratings, credit spread and financial strength of its counter parties. Based on ongoing assessment company adjust it's exposure to various counterparties. The Company's maximum exposure to credit risk for the components of balance sheet is the carrying amount as disclosed in Note 8.
Liquidity risk is the risk that the Company may not be able to meet its present and future cash flow and collateral obligations without incurring unacceptable losses. The Company's objective is to, at all time maintain optimum levels of liquidity to meet its cash and collateral requirements. The Company closely monitors its liquidity position and deploys a robust cash management system. It maintains adequate sources of financing at optimised cost.
iv) Regulatory risk
The Company is exposed to risks attached to various statutes, laws and regulations. The Company is mitigating these risks through regular review of legal compliances carried out through internal control and audits.
v) Human Resource Risk
Retaining the existing talent pool and attracting new talent are major risks. The Company has initiated various measures including training and integration of learning and development activities. The Company has formulated various schemes in the interest of the employees i.e. DBL Employees Voluntary Benevolent Fund Scheme, Camp & Accommodation with various modern amenities, Free Child Education Policy for Drivers & Operators, One Lakh Gift Policy for Daughters marriage of Drivers/ Operators, Best Drivers & Machine Operator Award.
vi) Commodity Price risk
The company is exposed to the risk of price fluctuations of Raw materials required for their road projects such as Bitumen, Cement, Steel (Iron & Steel), Crushed Stone, etc. The company proactively manages these risks through forward booking, inventory management and proactive vendor development practices. The risk of price fluctuations in commodities is also mitigated to certain extent based on the price escalation clause included in the contracts with the customers.
Note 34: Capital management
For the purpose of the Company's capital management, capital includes issued equity capital, share premium and all other equity reserves. The primary objective of the Company's capital management is to maximise the shareholder value.
The Company manages its capital structure and makes adjustments in light of changes in economic conditions and the requirements of the financial covenants. To maintain or adjust the capital structure, the company may adjust the dividend payment to shareholders, return capital to shareholders or issue new shares. Company monitors capital using a gearing ratio, which is net debt divided by total capital plus net debt. The Company includes within net debt, interest bearing loans and borrowings, trade and other payables, less cash and cash equivalents, excluding discontinued operations.
Note 35: Disclosure of Creditors outstanding under MSMED Act, 2006
Disclosure of sundry creditors under current liabilities is based on the information available with the Company regarding the status of the suppliers as defined under the "Micro, Small and Medium Enterprises Development Act, 2006” (the Act). There are slight delays in payment made to such suppliers and there is overdue amount outstanding as at the balance sheet date. Relevant disclosures as required under the Act are as follows:
e. The Company does not face a significant liquidity risk with regard to its lease liabilities as the current assets are sufficient to meet the obligations related to lease liabilities as and when they fall due.
f. Rental expense recorded for short-term leases was H1,476.07 lakhs (P.Y. H2,648.12 lakhs) for the year ended 31st March, 2026 as shown in Note 20.
Note 37: As at 31st March 2026, there are no amounts due and outstanding to be credited to the Investor Education and Protection Fund.
Note 38: Operating segments have been identified in accordance with Ind AS 108 on Operating Segments, taking into consideration the risk and return profiles of the business. As required under Ind AS 108, the Chief Operating Decision Maker (CODM) assesses performance and allocates resources based on various performance indicators. Accordingly, segment information has been disclosed for the Group's operating segments, with business segments identified as the primary segment. The reportable segment comprises Engineering, Procurement and Construction (EPC) contracts, while the construction and real estate development business is currently at a nascent stage and has not commenced operations.
Note 39: Royalty on use of construction material is determined by the concerned authorities and the amount of Royalty payable as at year end has not been ascertained in absence of necessary confirmation from the said authorities and the management does not consider the same to be substantial and material.
Note 40: The Company along with its wholly owned subsidiary company "DBL Infra Assets Private Limited" ("DIAPL") had executed a non-binding term sheet, with 'Shrem lnvlT" (an infrastructure investment trust, registered under Indian Trust Act 1882 with Securities and Exchange Board of India) on 21st January 2022, for transferring their investment in equity share capital and promoter's unsecured loan in respect of 10 subsidiary companies (Hybrid Annuity Model ("HAM") projects) at expected consideration of H2,34,900.00 lakhs. Equity transfer to Shrem lnvlT shall be completed in a progressive manner after the completion of the projects, subject to receipt of approvals from the respective project lenders and National Highways Authority of India. The consideration will be received in form of units of the Invit/cash in form of bank transfer.
Note 40: (Contd..)
During the year ended 31st March 2025, the company divested its 51% equity stake in the HAM project, DBL Pathrapalli-Katghora Highways Limited, for an aggregate consideration of H3,752.00 lakhs. with this the divestment of 100% equity in 10 HAM Asset to Shrem InVIT is completed.
The Company has earned profit of H1,931.80 lakhs during the financial year ended 31st March 2025. which is disclosed as a part of an 'exceptional item' in Note 48 and Shown in the Statement of Profit and Loss.
Note 41: The Company along with its wholly owned subsidiary companies had executed a non-binding term sheet, with "Alpha Alternatives Holdings Private Limited and its associates" on 01-Nov-2023, for transferring their investment (Equity share capital/ unsecured loan/Non convertible Debenture) in respect of 18 wholly owned subsidiary companies (Hybrid Annuity Model ("HAM”) projects) at expected consideration of H1,55,000 lakhs. Investments transfer to Alpha group shall be completed in a progressive manner after the completion of the projects, subject to receipt of approvals from the respective project lenders and National Highways Authority of India. The consideration will be received in form of bank transfer
During the year ended 31st March 2025, the Company divested its 26% equity stake in four HAM projects-Viluppuram Highways Ltd, Bangalore Malur Highways Limited, Malur Bangarpet Highways Limited and Narenpur Purnea Highways Ltd & divested 24.99% equity stake in Poondiyankuppam Highways Ltd to the Alpha Group, for a cash consideration of H22,691.84 lakhs.
The Company has earned profit of H14,741.66 lakhs on all these transactions and disclosed as a part of 'exceptional item' in Note 48 and Shown in the Statement of Profit and Loss.
During the year ended 31st March 2026, the Comapny divested proportionate equity stakes and Non-Convertible Debentures in 11 HAM projects -Bangarupalem Gudipala Highways Limited Bengaluru,Vijayawada Expressway Package-1 Limited Bengaluru,Vijayawada Expressway Package-4 Limited Bengaluru,Vijayawada Expressway Package-7 Limited Karimnagar,Warangal Highways Limited Maradgi S Andola, Baswantpur Highways Limited,Mehgama-Hansdiha Highways Limited,Raipur-Visakhapatnam- Cg-2 Highways Limited, Sannur Bikarnakette Highways Limited,Urga-Pathalgaon Highways Limited and Poondiyankuppam Highways Limited to Alpha Group , for a consideration of H36,422.23 lakhs.
The Company reported a net cumulative profit of H516.57 lakhs from the overall HAM portfolio divestments during FY 2025-26 and disclosed as a part of 'exceptional item' in Note 48 and Shown in the Statement of Profit and Loss.
Note 42: During the year ended 31st March 2025, the company sold 1,27,15,000 units of investment in Shrem InvIT for a cash consideration of H13,649.50 lakhs. The Company earned a profit of H2,091.77 lakhs, which was disclosed as a part of an 'exceptional item' in Note 48 and Shown in the Statement of Profit and Loss.
During the year ended 31st March 2026, the Company sold 3,22,74,894 units of investment in Shrem InvIT for a cash consideration of H31,954.65 lakhs. The Company earned a profit of H4,185.33 lakhs, which is disclosed as an 'exceptional item' in Note 48 and Shown in the Statement of Profit and Loss.
Note 43 During the year ended 31st March 2024, the Company received approval from the relevant authority for the claim made under 'change in law' regarding Goods and Service Tax in relation to three HAM projects, amounting to H20,847.00 lakhs. This amount will be received along with the annuity by the respective SPVs. However, these three HAM projects were sold to Shrem InvIT in an earlier year, and this claim was accounted for as 'deferred consideration,' to be received by the Company once the claim is approved.
As per the valuation matrix agreed with Shrem InvIT , DBL to receive the net present value of the claim upfront. The net present value against deferred consideration, H6,424.00 lakhs received during the financial year ended 31 March 2024 & H891.62 lakhs during the financial year ended 31st March 2025 which was disclosed as an 'exceptional item' in Note 48 and Shown in the Statement of Profit and Loss.
During the year ended 31st March 2026, DBL had received H6,684.38 lakhs against the deferred receivable, which had been disclosed as an 'Exceptional Item' in Note 48 and Shown in the Statement of Profit and Loss.
Note 44: During the financial year ended 31st March 2025 the company has invested H14,920.00 Lakhs in unit of Alpha Alternatives Infrastructure fund and 1,49,19,254 unit alloted on 31 March 2025 .
During the year ended 31st March 2026, the Company received H3,191.07 Lakhs on account of redemption of 11,84,494.44 units of Alpha Alternatives Special Situations Fund (AIF). The said redemption resulted in a profit of H2,006.52 Lakhs, which has been disclosed as an "exceptional Item” in Note 48 and Shown in the Statement of Profit and Loss.
Note 45: Anantam Highways InvIT is sponsored by Dilip Buildcon Limited with a 74% holding and Alpha Alternatives with a 26% holding. Pursuant to a non-binding term sheet executed on 1 November 2023 between the Company, its wholly owned subsidiaries, and Alpha Group entities, the Company agreed to transfer a 74% equity stake along with Non-Convertible Debentures in 18 SPVs to Anantam Highways InvIT, subject to achievement of the Provisional Commercial Operation Date (PCOD) for the respective projects and receipt of requisite approvals from the National Highways Authority of India and project lenders.
During the year ended March 31, 2026, the Company and its subsidiaries completed the transfer of equity stakes and Non¬ Convertible Debentures in seven HAM projects to Anantam Highways InvIT for an aggregate consideration of H90,525.27 lakh. The consideration was discharged through allotment of 90,525,273 units of Anantam Highways InvIT at H100 per unit. The transaction resulted in a profit of H59,343.10 lakh, which has been recognized as an "exceptional Item” in Note 48 and Shown in the Statement of Profit and Loss.
Note 46: Effective November 21,2025, the Government of India consolidated 29 existing labour regulations into four labour codes, namely the Code on Wages, 2019, the Industrial Relations Code, 2020, the Code on Social Security, 2020, and the Occupational Safety, Health and Working Conditions Code, 2020 (collectively referred to as the "New Labour Codes"). Implementation of the New Labour Codes has resulted in a one-time material increase in provisions for employee benefits arising from the recognition of past service costs. Based on the requirements of the New Labour Codes and the clarifications issued by the Institute of Chartered Accountants of India (ICAI), the Company has assessed and recognised an incremental impact of H916.15 lakhs (H794.40 lakhs pertaining to gratuity and H121.75 lakhs pertaining to leave entitlement), which has been identified as past service cost and recognised as an "exceptional item" in Note 48 and Shown in the Statement of Profit and Loss.
Note 47: During the year ended 31 March 2026, the Company received H285.77 Lakhs pursuant to the buyback of its shares held in DBL Nadiad Modasa Tollways Limited. The said buyback resulted in a profit of H97.27 Lakhs, which has been disclosed as an exceptional Item” in Note 48 and Shown in the Statement of Profit and Loss.
Note 48: The amount of exceptional item consists of profit / (loss) arising on account of certain transactions as explained above are summarised as follows:
i r-v I -5
Note 49: For the financial year ending March 31, 2026, the Board has proposed a dividend of H1 per equity share (face value of H10). This payout is currently pending final approval from shareholders, which will be sought at the upcoming Annual General Meeting (AGM).
Regarding the previous financial year ending March 31,2025, a dividend of H1 per equity share was recommended by the Board and subsequently ratified by shareholders. This amount was paid during the current financial year.
Note 51: Disclosure as per Ind AS 115 - Revenue from Contract with Customers
(a) Contract with Customers
The Company has recognised H6,82,142.35 lakhs (P.Y. H8,76,522.47 lakhs) as revenue from Contracts with customers during the year.
(b) Disaggregation of Revenue
Segments have been identified in accordance with Indian Accounting Standards (Ind AS) 108 on Operating Segments considering the risk or return profiles of the business. As required under Ind AS 108, the Chief Operating Decision Maker (CODM) evaluates the performance and allocates resources based on analysis of various performance indicators. Accordingly, information has been presented for the Group's operating segments and the Company has identified the business segment as the primary segment. The reportable segment is Engineering,Procurement and Construction of Real Estate is at a nascent stage and no actual operations have commenced.
Therefore the Company has identified the reportable segment as 'Engineering,Procurement and Construction of Real Estate' and it believes that this identification best depicts show the nature, amount, timing and uncertainty of our revenues and cash flows are affected by industry, market and other economic factors.
Note 51: Disclosure as per Ind AS 115 - Revenue from Contract with Customers (Contd..)
(d) Performance Obligations
The Company has applied the practical expedient as provided in Ind AS 115 and excluded the disclosure relating to remaining performance obligation for:
(i) Contracts where the original expected duration is one year or less
(ii) Contracts where the revenue recognized corresponds directly with the value to the customer of the entity's performance completed to date. Typically this involves those contracts where invoicing is on time and material basis.
Remaining performance obligation estimates are subject to change and are affected by several factors such as terminations, changes in the scope of contracts, periodic revalidations of estimates and other macro economic factors.
The aggregate amount of transaction price allocated to the performance obligations that are unsatisfied (or partially unsatisfied) as at March 31, 2026, after considering the practical expedient mentioned above is H28,82,965.17 lakhs (P.Y. H 14,92,270.00 lakhs) out of which 60% is expected to be recognised as revenue within the next one year and the balance thereafter.
Note 52: Additional disclosures as per Schedule III of the Companies Act 2013
(i) During the financial years ended 31 March 2026, the Company has granted loans to the related parties, which is repayable on demand.
(ii) There is no benami property held by the Company and no proceedings have been initiated or pending against the Company for holding any benami property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and rules made thereunder.
(iii) The Company has not entered in to any transactions during the year with the companies struck off under section 248 of Companies Act, 2013 or section 560 of Companies Act, 1956.
(iv) The Company has complied 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.
(v) Utilisation of Borrowed funds and share premium:
A) The Company has not advanced or loaned or invested funds (either borrowed funds or share premium or any other sources or kind of funds) to any other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding (whether recorded in writing or otherwise) that the Intermediary shall -
(i) 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
(ii) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries;
"B) 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 -
(i) 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
(ii) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
(vi) The Company has not traded or invested in Crypto currency or Virtual Currency during the financial year.
(vii) There are no transactions which have not been recorded in the books of accounts and have been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961. Also, there are no previously unrecorded income and related assets.
Note 54: Figures relating to previous year have been regrouped / rearranged, wherever necessary, to confirm to current period presentation.
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