k. PROVISIONS AND CONTINGENT LIABILITIES
Provisions are recognised when the Company has a present obligation (legal or constructive) as a result of a past event, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. Provisions are measured at the best estimate of the expenditure required to settle the present obligation at the Balance Sheet date. If the effect of the time value of money is material, provisions are discounted to reflect its present value using a current pre-tax rate that reflects the current market assessments of the time value of money and the risks specific to the obligation. When discounting is used, the increase in the provision due to the passage of time is recognised as a finance cost.
Contingent liabilities are disclosed when there is a possible obligation arising from past events, the existence of which will be confirmed only by the occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the Company or a present obligation that arises from past events where it is either not probable that an outflow of resources will be required to settle the obligation or a reliable estimate of the amount cannot be made. Contingent Assets are neither recoginsed nor disclosed in the standalone financial statements.
l. REVENUE RECOGNITION
Revenue from sale of goods is recognised when all the significant risks and rewards of ownership in the goods are transferred to the buyer as per the terms of the contract, there is no continuing managerial involvement with the goods and the amount of revenue can be measured reliably. The Company retains no effective control of the goods transferred to a degree usually associated with ownership and no significant uncertainty exists regarding the amount of the consideration that will be derived from the sale of goods. Revenue is measured at fair value of the consideration received or receivable, after deduction of any trade discounts, volume rebates and any taxes or duties collected on behalf of the government which are levied on sales such as GST etc. No element of financing is deemed present as the Sales made to customers are made largely with same credit terms to all the customers and depending on the specific terms agreed between customers.
Export Sales are booked at the rate on the date of transaction and the resultant Gain/ Loss on realization or on translation is accounted as "Foreign Exchange Rate Fluctuation" and is dealt with in the statement of Profit and Loss Account.
Export Entitlements are recognised when the right to receive the entitlements is established and there is no conditions involved where the reversal of entitlements is required. When the export entitlements is received the same is setoff with the Export Entitlements receivable.
Interest income is recognized using the effective interest rate (EIR) method when it is probable that economic benefits will flow to the Company and the amount of income can be measured reliably.
Other Income is recognised based on agreements/ arrangements with the customers, if any at the reporting date and the amount of income can be measured reliably.
Slump Sale is defined as the transfer of one or more undertakings as a result of the sale for a lump sum consideration without values being assigned to the individual assets and liabilities. The Company last year had sold "C-kartOnline" Business Division, an online digital B2B E Commerce platform on slump sale basis and profit earned on this slump sale transaction i.e. Consideration received less amortised cost of assets and liabilities, if any, are shown under the head Other Income in the Statement of Profit and loss account.
m. EXPENDITURE
Expenses are accounted and recognised in Financials on accrual basis i.e. as and when incurred and earned.
n. EMPLOYEE BENEFITS
i. SHORT TERM EMPLOYEE BENEFITS
Short-term employee benefits are employee benefits (other than termination benefits) that are expected to be settled wholly before twelve months such as salaries, bonuses, performance incentives, etc., after the end of the annual reporting period in which the employees render the related service. The Company recognises above short term employee benefits directly to Statement of Profit and Loss as an expense in the year in which services are rendered.
ii. DEFINED CONTRIBUTION PLANS
Contributions to defined contribution schemes such as employees' state insurance, labour welfare fund, superannuation scheme, employee pension scheme etc. are charged as an expense based on the amount of contribution required to be made as and when services are rendered by the employees. Company's provident fund contribution, in respect of certain employees, is made to a government administered fund and charged as an expense to the Statement of Profit and Loss. The above benefits are classified as Defined Contribution Schemes as the Company has no further defined obligations beyond the monthly contributions.
iii. DEFINED BENEFIT PLANS
The Company also provides for retirement/post-retirement benefits in the form of gratuity, pensions
(in respect of certain employees). The Company's liability is determined on the basis of an actuarial valuation using the projected unit credit method as at the balance sheet date. For defined benefit plans, the amount recognised as 'Employee benefit expenses' in the Statement of Profit and Loss is the cost of accruing employee benefits promised to employees over the year and the costs of individual events such as past/future service benefit changes and settlements (such events are recognised immediately in the Statement of Profit and Loss). Any differences between the interest income/ loss on plan assets and the return actually achieved, and any changes in the liabilities over the year due to changes in actuarial assumptions or experience adjustments within the plans, are recognised immediately in 'Other comprehensive income' and subsequently not reclassified to the Statement of Profit and Loss.
iv. For the purpose of presentation of defined benefit plans, the allocation between the short term and long-term provisions have been made as determined by an actuary. Obligations under other long-term benefits are classified as short term provision, if the Company does not have an unconditional right to defer the settlement of the obligation beyond 12 months from the reporting date.
o. IMPAIRMENT OF NON FINANCIAL ASSETS
Assessment for impairment is done at each Balance Sheet date as to whether there is any indication that a non-financial asset may be impaired. If any indication of impairment exists, an estimate of the recoverable amount of the individual asset/cash generating unit is made. Asset/cash generating unit whose carrying value exceeds their recoverable amount are written down to the recoverable amount by recognising the impairment loss as an expense in the Statement of Profit and Loss. The impairment loss is allocated to reduce the carrying amount of assets of the unit, pro rata based on the carrying amount of each asset in the unit. Recoverable amount is higher of an asset's or cash generating unit's fair value less cost of disposal and its value in use. Value in use is the present value of estimated future cash flows expected to arise from the continuing use of an asset or cash generating unit and from its disposal at the end of its useful life. Assessment is also done at each Balance Sheet date as to whether there is any indication that an impairment loss recognised for an asset in prior accounting periods may no longer exist or may have decreased, basis the assessment a reversal of an impairment loss for an asset is recognised in the Statement of Profit and Loss account.
p. TAXES ON INCOME
Income tax expense comprises current and deferred tax and is recognized in the Statement of Profit and Loss except to the extent that it relates to a business combination or to an item which is recognized directly in equity or in other comprehensive income.
CURRENT TAX
Current tax is the expected tax payable on the taxable income for the year using applicable tax rates at the Balance Sheet date, and any adjustment to taxes in respect of previous years. It is measured using tax rates enacted or substantively enacted at the reporting date.
Current tax assets and current tax liabilities are offset when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle the asset and the liability on a net basis.
DEFERRED TAX
Deferred tax is recognised in respect of temporary differences between the carrying amount of assets and liabilities for financial reporting purposes and the corresponding amounts used for taxation purposes. A deferred tax liability is recognised based on the expected manner of realisation or settlement of the carrying amount of assets and liabilities, using tax rates enacted, or substantively enacted, by the end of the reporting period.
Deferred tax assets are recognised only to the extent that it is probable that future taxable profits will be available against which the asset can be utilised. Deferred tax assets are reviewed at each reporting date and reduced to the extent that it is no longer probable that the related tax benefit will be realised.
Deferred tax assets and deferred tax liabilities are offset when there is a legally enforceable right to set off current tax assets against current tax liabilities; and the deferred tax assets and the deferred tax liabilities relate to income taxes levied by the same taxation authority.
q. LEASES
Ind AS 116 requires lessees to determine the lease term as the non-cancellable period of a lease adjusted with any option to extend or terminate the lease, if the use of such option is reasonably certain. The Company makes an assessment on the expected lease term on a lease-by-lease basis and thereby assesses whether it is reasonably certain that any options to extend or terminate the contract will be exercised. In evaluating the lease term, the company considers factors such as any significant leasehold improvements undertaken over the lease term, costs relating to the termination of the lease and the importance of the underlying asset to company's operations taking into account the location of the underlying asset and the availability of suitable alternatives. The lease term in future periods is reassessed to ensure that the lease term reflects the current economic circumstances.
The Company's significant leasing arrangements are in respect of premises used for business, are accounted as a short term lease. The aggregate lease rentals payable are charged as rent in the statement of profit and loss and are recognised as an expense on a straight line basis over the lease term (Refer note 41 of the Financials). These lease arrangements are cancellable in nature and can be terminated by giving notice for a period, which vary from one months to three months.
r. FOREIGN CURRENCY TRANSACTION
The financial statements are presented in INR, the functional currency of the Company. Items included in the financial statements of the Company are recorded using the currency of the primary economic environment in which the Company operates (the 'functional currency'). Foreign currency transactions are recorded at the rate of exchange prevailing on the date of the transactions. At the year end, all the monetary assets and liabilities denominated in foreign currency are restated at the closing exchange rates. Exchange differences resulting from the settlement of such transactions and from the translation of such monetary assets and liabilities at the year end are recognised in the Statement of Profit and Loss.
s. SEGMENT REPORTING
As per Ind AS 108- Operating Segments, the Chief Operating Decision Maker or as authorised by the board evaluates the company's performance and allocates the resources based on geographic segment. Segment revenue, segment expenses, segment assets and segment liabilities have been identified to segments based on their relationship to the operating activities of the segment. Revenue, expenses, assets and liabilities which are related to the company as a whole and are not allocable to segments on a rationale basis have been included under "unallocated revenue/ expenses/ assets/ liabilities" as applicable.
t. EARNINGS PER SHARE
Basic earnings per share is computed by dividing the net profit for the period attributable to the equity shareholders of the Company by the weighted average number of equity shares outstanding during the period.
Diluted earnings per share are computed by dividing the profit after tax as adjusted for dividend, interest and other charges to expense or income (net of any attributable taxes) relating to the dilutive potential equity shares, by the weighted average number of equity shares considered for deriving basic earnings per share and the weighted average number of equity shares which could have been issued on conversion of all dilutive potential equity shares.
* The Number of shares held by promoters and % to total shares is calculated after taking into account the shares issued during the current year.
e. During the reporting financial year 2024-25:
i. On 21st September 2024, Company has converted 1,28,000 fully convertible warrants into Equity Shares of the company being 100% funds received from warrant holders.
ii. On 03rd January 2025, Company has converted 5,00,000 fully convertible warrants into Equity Shares of the company being 100% funds received from warrant holders. This was from Mr. Ketan Patel, Chairman and Managing Director of the company also Promoter of the Company.
iii. On 29th January 2025, Company has converted 2,75,000 fully convertible warrants into Equity Shares of the company being 100% funds received from warrant holders.
In summary, Paid up share capital on 01st April 2024 was Rs. 14,11,36,750/- divided into 1,41,13,675 Equity shares of Rs. 10/- each. After considering all the above-mentioned conversions of 9,03,000 warrants during the year, the paid up share capital of the Company on 31st March 2025 stands at Rs. 15,01,66,750/- divided into 1,50,16,675 Equity shares of Rs. 10/- each.
Further, during the year company has converted all outstanding warrants into equity shares and as on financial year closing at 31st March 2025, company does not have any outstanding warrants.
Further, During the previous financial year 2023-24: the company has issued equity shares of the company to VD Patel through Shares Swap Arrangement i.e. Other than Cash in which the company has purchased 1066 equity shares of Secure Connection Ltd (Honk Kong) against which the company has issued 57,325 equity shares of the company of face value of Rs. 10 each per share at an issue price of Rs. 785/- per share for a total consideration of Rs. 450.00 Lakhs. The said transaction was executed vide agreement/ MOU dated 29th December,2023 in accordance with the SEBI regulations, 2018 and Companies Act, 2013. Further the company has also entered into Shares Swap arrangement with M/s Sapri Trading LLC vide agreement/ MOU dated 01st August,2023 where the company has acquired 2267 equity shares of Secure Connection Ltd (Hong Kong) for the said purchase the company has issued 5,80,000 equity shares of the company of face value of Rs. 10 each per share at a price of Rs. 450/- per share for a total consideration of Rs. 2,610 Lakhs. For executing the above transactions, the company has determined the share swap rate which is obtained from Independent Registered Valuer. The Company during the last year has issued 8,68,850 equity shares of face value of Rs. 10 each on preferential basis at an issue price of Rs. 450 per share for a total consideration of Rs. 3909.82 Lakhs which includes Securities premium of Rs. 3822.94 Lakhs. The shares were allotted on 14th August, 2023 vide resolution dated 14th August, 2023 and issue is in accordance with SEBI regulations, 2018 and Companies Act, 2013.
Further the Company during the last year has also issued 9,10,500 share warrants on preferential basis at an issue price of Rs. 450 per share for a total consideration of Rs. 4097.25 Lakhs of which only 25% of the total consideration i.e. Rs. 1024.31 Lakhs was received by the company as upfront as per regulation 4 of ICDR, 2015 or as amended. Later out of 9,10,500 share warrants, 3 Allottees holding 5000 share warrants exercised the option for allotment of equity shares and paid their balance 75% of its issue price amounting to Rs. 16.87 Lakhs (5000 share warrants * Rs. 450 * 75%) on 14th August, 2023. Further 2500 share warrants exercised the option for allotment of equity shares and paid their balance 75% of its issue price amounting to Rs. 8.44 Lakhs (2500 share warrants * Rs. 450 * 75%) on 13th February, 2024. Hence, On conversion of these 7500 equity shares of face value of Rs. 10 each, the company has recognised the premium of Rs. 440 per share in securities premium account amounting to Rs. 33 Lakhs (7500 equity shares * Rs. 440). Twenty five percent of 9,03,000 share warrants which have not yet exercised the option amounting to Rs. 1015.88 Lakhs is shown under the head Equity as "Money received against share warrants".
Balance Seventy five percent of 9,03,000 share warrants amounting to Rs. 3047.63 Lakhs (903000 share warrants * Rs. 450 * 75%) was still receivable as on the even date, the tenure for such warrants cannot exceed 18 months therefore the last date for receipt of above amount was 13th February,2025 in accordance with regulations 4 of ICDR, 2015.
f. Rights, preferences and restrictions :
. The company has only one class of shares referred to as equity shares having a par value of Rs 10/- each. Each holder of equity shares is entitled to one vote per share.
The Company declares and pays dividend in Indian rupees. Final dividend, if any, proposed by the Board of Directors is ii. recorded as a liability on the date of the approval of the shareholders in the ensuing Annual General Meeting; in case of interim dividend, it is recorded as a liability on the date of declaration by the Board of Directors of the Company.
Note:
a) ECLGS from HDFC Bank is secured through first ranking hypothecation / charge / pledge / mortgage of following immovable properties along with Axis Bank, DBS Bank
(1) Flat No. 801 B wing, 8th Floor, L T Road, Pratap Heritage CHSL, N.R. Complex, Borivali West, Mumbai - 400092
(2) Flat No. 7 (A/7), 3rd Floor, 194 S V P road, A wing, Nimesh Kunj CHSL, Borivali West, Mumbai - 400092
(3) Flat No. 102, Disha residency, 12th Khetwadi road, behind Shalimar Cinema, Grant Road (East), Mumbai - 400004
(4) Office No. B 215 Mandapeshwar Industrial Estate, Off SV road, Borivali West, Mumbai - 400092
(5) Fixed deposit of Rs. 0.83 Crores (the proportionate amount of Fixed Deposit of Rs. 0.42 Crores to be kept with Axis Bank exclusively)
b) ECLGS from Axis Bank is secured with immovable properties as mentioned in point no a) from (1) to (4) above. Further Stock debts and Fixed deposit are also hypothecated as mentioned in latest Sanction letter.
c) ECLGS Loan from State Bank of India is primarily secured against Stocks, RM, finished goods, book debts & receivables and other current assets of the company. Office premises 3rd and 4th Floor Govt. Ind. Estate, Charkop, Kandivali west is mortgaged as collateral security. Further Gala No. 1, 2nd Floor Govt. Ind. Estate, Charkop which is owned by M/s. Shilpa Global Pvt Ltd. (Related Party) is also mortgaged as security with State Bank of India Bank.
d) All the above term loan are personally guaranteed by Ketan and Purvi Patel, directors of the company.
e) The above loans carry interest rate in the range of 9.00 % to 11% p.a.
f) Above borrowings also include Motor vehicle loan which is secured against the mortgage of respective Motor vehicle.
Note:
a) Cash Credit from HDFC Bank, Axis Bank & DBS Bank is secured against hypothecation of Stocks and Book debts, movable assets and Immovable Properties as mentioned below:
(1) Flat No. 801 B wing, 8th Floor, L T Road, Pratap Heritage CHSL, N.R. Complex, Borivali West, Mumbai - 400092
(2) Flat No. 7194 (A/7), 3rd Floor, S V P road, A wing, Nimesh Kunj CHSL, Borivali West, Mumbai - 400092
(3) Flat No. 102, Disha residency, 12th Khetwadi road, behind Shalimar Cinema, Grant Road East, Mumbai - 400004
(4) Office No. B 215 Mandapeshwar Industrial Estate, Off SV road, Borivali West, Mumbai- 400092
(5) Fixed deposit of Rs. 0.83 Crores with HDFC Bank & Rs. 0.42 Crores with Axis Bank by way of Additional Collateral Security.
b) Cash Credit from State Bank of India is secured against hypothecation of Stocks and Book debts, movable assets and Immovable Properties as mentioned below:
(1) Creative Newtech Limited, 3rd & 4th Floor, Plot No.137AB, Kandivali Co-op.Industrial Estate Limited,Charkop, Kandivali (West), Mumbai-400067, Maharashtra, India.
(2) Shilpa Global Pvt.Ltd. 2nd Floor, Plot No.137AB, Kandivali Co-op.Industrial Estate Limited,Charkop, Kandivali (West), Mumbai-400067, Maharashtra, India.
c) Cash credit is payable on demand, carries interest rate of 9.00 % p.a.to 11% p.a.
d) Cash credit and Buyer's credit is guaranteed by Director and Whole-time director.
e) Unsecured Loan from Directors and relative of directors carries interest at the rate of 12% p.a.
Note 32 - Financial Risk Management
The Company's business activities are exposed to financial risks, namely Credit risk, Liquidity risk .The Company's Senior Management has the overall responsibility for establishing and governing the Company's risk management framework. The Company has constituted a Risk Management Committee, which is responsible for developing and monitoring the Company's risk management policies. The committee reports regularly to the Board of Directors on its activities.
The Company's Risk Management Policies Are Established To Identify And Analyse The Risks Faced By The Company, To Set Appropriate Risk Limits And Controls And To Monitor Risks And Adherence To Limits. Risk Management Policies And Systems Are Reviewed Regularly To Reflect Changes In Market Conditions And The Company's Activities. The Audit Committee Oversees How Management Monitors Compliance With The Company's Risk Management. Policies And Procedures, And Reviews The Adequacy Of The Risk Management Framework In Relation To The Risks Faced By The Company.
The audit committee is assisted in its oversight role by internal audit. Internal audit undertakes both regular and adhoc reviews of risk management controls and procedures, the results of which are reported the audit committee.
i. Credit risk
Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises principally from the Company's receivables from customers and investment securities. 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 Company establishes, if require an allowance for doubtful debts and impairment that represents its estimate of incurred losses in respect of trade and other receivables and investments.
The Company had created a Provision for Trade receivable of Rs. 22.73 till the F.Y 2022-23. The said provision was created against the Trade Receivables amounting to Rs. 26.05 Lakhs which had significant risk in recoverable. Details of the same are as under:
ii. Liquidity risk
Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Company's approach to managing liquidity is to ensure, as far as possible, that it will have sufficient liquidity to meet its liabilities when they are due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Company's reputation.
Management monitors rolling forecasts of the Company's liquidity position on the basis of expected cash flows. This monitoring includes financial ratios and takes into account the accessibility of cash and cash equivalents.
iii. Market Risk
Market risk is a collective term for risks that are related to the changes and fluctuations of the financial markets. One actuarial assumption that has a material effect is the discount rate. The discount rate reflects the time value of money. An increase in discount rate leads to decrease in Defined Benefit Obligation of the plan benefits & vice versa. This assumption depends on the yields of the corporate / government bonds and hence the valuation of liability is exposed to fluctuations in the yields as at the valuation date.
iv. Legislative Risk
Legislative risk is the risk of increase in the plan liabilities or reduction in the plan assets due to change in the legislation/regulation. The government may amend the Payment of Gratuity Act thus requiring the companies to pay higher benefits to the employees. This will directly affect the present value of the Defined Benefit Obligation and the same will have to be recognized immediately in the year when any such amendment is effective.
... The estimate of rate of escalation in salary considered in actuarial valuation, takes into account inflation, seniority, ' promotion and other relevant factors, including supply and demand in the employment market.
. The discount rate is based on the prevailing market yields of Government of India securities as at the Balance Sheet ' date for the estimated term of the obligations.
The company has not invested or maintained any plan assets against the above defined obligation. The company is of ' the view to manage the defined liability from it's own liquidity.
*
The sensitivity analysis have been determined based on reasonably possible changes of the respective assumptions occurring at the end of the reporting period, while holding all other assumptions constant. The sensitivity analysis presented above may not be representative of the actual change in the projected benefit obligation as it is unlikely that the change in assumptions would occur in isolation of one another as some of the assumptions may be correlated. There was no change in the methods and assumptions used in preparing the sensitivity analysis from prior years.
1 The assessing Officer has raised a demand of Rs. 5.26 (in lakhs) as tax demand & Interest component amounting to Rs. 10.00 (in lakhs) for the Financial Year 2007-08 and tax demand of Rs.6.09 (in lakhs) including interest for the Financial Year 2017-18 which are incorrect and the company is in process with necessary corrections of the said order to delete the said unjustified demands. The said demands appearing on the Income Tax portal are shown as Contingent Liability till the deletion of the said demands by the Income Tax Department.
ii The Assistant Commissioner has raised a demand of Rs. 7.17 (in lakhs) for Financial Year 2008-09 under section 271(1)(c) due to disallowance of purchase transactions which are alleged as bogus purchases by the income tax officer. The demand being unjustified the company has filed an appeal against the said unjust demand of Rs. 7.17 (in lakhs). The hearing of the appeal is in process. The amount of Rs. 7.17 (in lakhs) is shown as Contingent liability till the final outcome of the case.
iii Demand for F.Y 2019-20 was raised by the CPC via Intimation Order dated 20th December 2021. Demand was raised by CPC due to clerical error, after required follow up with Income Tax department the wrongful demand raised by the Income Tax department was deleted in the previous year however interest amount on the wrongful demand has emerged on the income tax portal which is again incorrect. The company is following up with the Income Tax department to resolve the same and in the company opinion the interest demand shall not be materialised.
lv DGGI GST order : On 1st February,2024, Directorate General of GST Intelligence, Gurugram zonal unit passed an order under section 83 of CGST act, asking that the company to pay a GST amount of Rs. 191.44 (in lakhs) for wrongful availment of Input tax credit. Our Counsel are of the opinion that this order is unjustified and the company has moved against this order in High court of Punjab and Haryana. The said writ petition filed against the order dated 09.01.2024 & the proceeding has not been concluded & as per section 83 "Provisional attachment to protect revenue in certain cases” - Every provisional attachment shall cease to have effect after exipry of statutory period of one year from the date of order. Hence in view of contingent nature of demand , company has classified the same under contingent liability.
v GST Audit Order: GST audit team of Delhi circle 6 Group 2, have passed an order against the company stating that the company has charged wrong rate of SGST and CGST in case of certain products. The demand required by the department was of Rs.30.74 (in lakhs). The Company has paid the amount of Rs. 16.69 (in lakhs) by DRC-03. However the Company and its counsel are of the opinion that the Tax of Rs.14.04 (in lakhs) (inclusive of interest amounting to Rs. 1.31 lakhs) is unjustified. Hence company has preferred an appeal against this order. In view of contingent nature of demand, company has classified the pending balnce pending amount of Rs.14.04 (in lakhs) and the same under contingent liability.
vi GST Audit Order for West Bengal/Uttar Pradesh and Hyderabad: GST Department of West Bengal/Uttar Pradesh/Hyderabad have passed an order against the company stating that the company has charged wrong rate of SGST and CGST/ excess utilization of ITC in case of certain products as mentioned in the above table. However the Company and its counsel are of the opinion that the Tax amount is unjustified. Hence company has preferred an appeal against this order. In view of contingent nature of demand, company has classified the same under contingent liability.
vii The Company has received Order-in-Original C.A.O. No. CC-VA/24/2018-19 Adj. (I) ACC dated 28.02.2019 confirming the demand of Customs Duty amounting to Rs. 2,30,33,813/-. The Order also imposes penalty Rs. 4,61,38,438/- and penalty of 20,00,000/-. The Order states that Cameras imported by the Company was classified under wrong CTH (Customs Tariff Head) and Company has wrongly availed the duty exemption. The Company had not accepted it and had contested it. The Company has already filed an appeal against the same before the Customs, Excise, & Service Tax Appellate Tribunal, Mumbai. The Company as well as it legal advisor were of the view that the classification adopted and exemption claimed by the Company were correct and in order. It was believed that this position will likely be upheld in the appellate process. Hence, in view of the contingent nature of demand, the Company has classified the same under contingent liability.
Further, on 11th April 2023 the Honourable CESTAT has passed an order in favour of the company and has dismissed an earlier order , show cause notice and penalty amounting to Rs. 4,61,38,428/- and Rs. 20,00,000 respectively.
Note 41
The Company's significant leasing arrangements are in respect of premises used for business, are accounted as a short term lease. The aggregate lease rentals payable are charged as rent in the statement of profit and loss (Refer note 29). These lease arrangements are cancellable in nature and can be terminated by giving notice for a period, which vary from one months to three months.
Note 42
Slump Sale is defined as the transfer of one or more undertakings as a result of the sale for a lump sum consideration without values being assigned to the individual assets and liabilities. The "C-kartOnline" Business Division is an online digital B2B E Commerce platform. The said online platform was developed in-house by the Company to facilitate distributors and suppliers in selling their products electronically. The Software developed for C-kartOnline business operation was shown under the head Intangible Assets.
The company during the year has sold the "C-kartOnline" business division as slump sale to M/s World Goods Marketplace Pvt. Ltd for a total consideration of Rs. 1,000 Lakhs vide Business Transfer Agreement dated 20th March 2024 . The company has booked the gain on sale of C-KartOnline division of Rs. 990.43 Lakhs and shown under the head Other Income in Statement of Profit and Loss Account during the year 2023-24.
Reason for Variance where variance is more than 25%
* Current Ratio has declined in current year due to proportionately higher increase in current liabilities in comparison to previous year. Despite the decline, the ratio remains above the standard benchmark, indicating satisfactory short-term liquidity.
** The debt-equity ratio improved in current year, driven by an increase in shareholders' equity and Debt Service Coverage Ratio has decreased in comparison to previous year; although there has been a decrease in long-term borrowings, short-term borrowings have increased during the year.
*** Inventory Turnover ratio has declined in current year as compared to last year due to increase in cost of goods sold on account of increase in revenue from operations during the year as well as increase in average inventory holding period as compared to last year..
**** Trade Payable turnover ratio has decreased as compared to last year since during the year the purchases has increased on account of increase in sales and proportionately higher rise in the average trade payables.
# Net Capital Turnover Ratio has decreased in current year as compared to previous year since the Revenue from Operations has increased as compared to last year but the Net Assets (Current Assets - Current liabilities) has also increased comparatively due to reduction in Borrowings and increase in Current Financial Assets as compared to last year.
## Return on Equity ratio and Return on Capital Employed has decreased as compared to previous year due to reduction in profitability and increase in shareholders' funds and capital employed during the year
### Return on Investment is calculated on Interest income earned during the year on Average Fixed Deposits held during the year. The Return on Investment has increased in current year due to increase in interest income as well as increase in Average Investments held during the year.
Note 45 - Other Disclosures
(a) The Company does not have any Benami property, where any proceeding has been initiated or pending against the Company for holding any Benami property.
(b) The Company does not have any transactions with companies struck- off under Section 248 of the Companies Act, 2013.
(c) The Company does not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory period.
(d) The Company has not traded or invested in Crypto currency or Virtual Currency during the financial year.
(e) The Company ha 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:
(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.
(f) 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.
(g) The Company does not have any such 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 the Income Tax Act, 1961 (such as, search or survey or any other relevant provisions of the Income Tax Act, 1961).
(h) The Company has complied with the number of layers prescribed under clause (87) of section 2 of the Act read with the Companies (Restriction on number of Layers) Rules, 2017.
(i) The Code on Social Security, 2020 ('Code') relating to employee benefits during employment and post- employment benefits received Presidential assent in September 2020. The Code has been published in the Gazette of India. However, the date on which the Code will come into effect has not been notified. The company will assess the impact of the Code when it comes into effect and will record any related impact in the period the Code becomes effective.
(j) The Company is not declared wilful defaulter by any bank or financial institution or lender during the year.
(k) There are no significant subsequent events that would require adjustments or disclosures in the financial statements as on the balance sheet date.
(l) The Company has used accounting software for maintaining its books of account, which has a feature of recording audit trail (edit log) facility and the same has been operative throughout the year for all relevant transactions recorded in the respective software. Further, the audit trail feature has not been tampered with and the audit trail has been preserved by the Company as per statutory requirements.
Note 46
Figures for the previous years have been regrouped / restated wherever necessary to conform to current year's presentation.
Note 47 - Approval of financial statements
The financial statements were approved for issue by the board of directors on 15th May, 2025.
As per our attached report of even date
For Gupta Raj and Co. For and on Behalf of the Board of Directors
Chartered Accountants of Creative Newtech Limited
Firm reg No : 001687N
CA Nikul Jalan (Partner) Ketan C Patel VijayAdvani Abhijit Kanvinde Tejas Doshi
Membership No. 112353 Chairman and Managing Whole-Time Director Chief Financial Officer Chief Compliance
Mumbai, Dated: 15th May, 2025 Director DIN: 02009626 Officer and Company
DIN: 00127633 Secretary
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