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You can view the entire text of Notes to accounts of the company for the latest year

BSE: 542669ISIN: INE374E01021INDUSTRY: Engineering - General

BSE   ` 46.79   Open: 47.65   Today's Range 46.01
47.66
-0.86 ( -1.84 %) Prev Close: 47.65 52 Week Range 39.36
79.05
Year End :2024-03 

The fair value of property as estimated was H 1,550.50 lakhs(P.Y. 1,384.10 Lakhs) . The Company estimates the fair value of its investment properties based on current prices in market for similar properties and not on the basis of a report issued by a registered valuer as defined under Rule 2 of Companies (Registered Valuers and Valuation) Rules, 2017.

3.2 Investment in premises has been considered as investment property- Refer Note no. 5.3

3.3 The title deed of the immovable property in respect of the following property which have been acquired pursuant to Scheme of merger with effect from April 1, 2021 are held in the name of transferor company and is pending registration in favour of the Company :

5.3 Based on Management review in terms of resolution dated 15th May, 2023 investment in property carried in the books of one of the subsidiary prior to merger has been categorised and classified as investment property by the company.

5.4 Particulars of Investments as required in terms of Section 186(4) of the Companies Act, 2013, have been disclosed under Note No. 5 above.

7.1 Capital Advance includes H 1366.77 lakhs (March 31, 2023 H 1366.77 lakhs) given to a foreign supplier against purchase of certain Equipments for which the order have been cancelled and the amount shall therefore be adjusted against future supplies of Equipments to be procured by the Company from the said supplier.

7.2 Advance Tax including Tax deducted at Source as on 31st March, 2024 is net of provision for Income tax of H 1,982.63 Lakhs (P. Y H2170.80 Lakhs).

7.3 Represents the differential arising on the fair valuation of financial assets at amortised cost and are amortised over the tenure of said financial assets.

9.1 Trade Receivables are non interest bearing and are generally on credit terms of 30 to 90 days. The ageing of Trade Receivables are as follows:

9.2 Refer Note No. 18.1 and 24.1 in respect of charge created on Trade Receivable against borrowings.

9.3 The concentration of credit risks in respect of manufactured goods sold is limited due to large volume of customer base being from prominent credit worthy unrelated company belonging to the steel sector. In respect of services provided, the Company's significant revenues are derived from one customer which is a well established public limited company listed on stock exchange in India.

9.4 There are no outstanding receivables due from directors or other officers of the Company.

11.1 Kept as lien against Bank Guarantee.

11.2 Balance with banks on unpaid dividend account represents monies that can be utilised only to pay dividend to equity shareholders against dividend warrants issued to them.

14.1 Represent amount receivable from subsidiary which is repayable on demand.However considering that the amount so given is strategic in nature to provide Support to the subsidiary, Interest there against has been waived and has not been accrued.

14.3 There are no outstanding loans/advances in nature of loan to promoters,key management personnel or other officers of the Company

14.4 Surplus Assets / Obsolete Assets held for disposal are shown at lower of book value and net realizable value.

14.5 Includes H 151.90 Lakhs (P.Y. H Nil Lakhs) in respect of advances against Corporate Social Responsibility (CSR) being expenditure in excess of the limit specified under section 135 of the Companies Act, 2013

15.1 The Company entered into a Share Purchase Agreement (SPA) on 04th April, 2017 inter-alia with M/S Anand Itta Bhata Udyog Private Limited for sale of its entire shareholding in Bansal Nepal Private Limited, subsidiary of the company consisting of 508693 equity shares of H 60/- each subject to compliance and completion of the formalities under the Foreign Exchange Management Act and the conditions precedent in terms of the Sale Purchase Agreement. Consequently, the said investments has been classified as held for sale at its realisable value.

16.1 The company has one class of equity shares having a par value of Re. 1 per share. Each shareholder is eligible for one vote per share held. The dividend, if any, proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting, except in case of interim dividend. In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the Company, in proportion to their shareholding.

16.2 There has been no changes/movements in number of shares outstanding at the beginning and at the end of the reporting period.

17.3 Capital Reserve on Amalgamation

The reserve was created on amalgamation of eight wholly owned subsidiaries.

17.4 Securities Premium

Securities Premium represents the amount received in excess of par value of securities and is available for utilisation as specified under Section 52 of Companies Act, 2013.

17.5 General Reserve

The general reserve is created from time to time by appropriating profits from retained earnings. The general reserve is created by a transfer from one component of equity to another and accordingly it is not reclassified to the Statement of profit and loss.

17.6 Retained Earnings

Retained earnings generally represent the undistributed profit/amount of accumulated earnings of the company.

This includes Other Comprehensive Income/(Loss) of (H 25.55 Lakhs) (March 31, 2023: (H 13.05 lakhs)) relating to

remeasurement of defined benefit plans (net of tax) which cannot be reclassified to Statement of Profit and Loss.

17.7 Other Comprehensive Income

Other Comprehensive Income represents gain/losses on defined benefit obligations which is transferred to

retained earnings as stated in Note 17.6 above.

17.8 Dividend

(a) Subsequent to the Balance Sheet date, the Board of directors has recommended a final dividend of Re. 0.21 (21%) per share to be paid on fully paid equity shares of Face Value of Re. 1 each in respect of the financial year ended March 31, 2024. This equity dividend is subject to approval by the shareholders at the ensuing Annual General Meeting and has not been included as a liability in the Standalone financial statements. The estimated amount of final dividend to be paid thereof amounts to H 472.68 lakhs. This is over and above the Interim Dividend of Re 0.22 (22%) per equity share of face value Re. 1 each for the financial year 2023-2024 declared by the Board of Directors in their meeting held on 9th November, 2023 resulting in the outflow of H 495.18 lakhs in this respect.

(b) The Interim Dividend apporved by the Board of Directors of the Company on 15th February, 2023, at a rate of H 0.20 per equity share (20 %) of Re. 1 each and paid thereafter has been confirmed at the Board Meeting held on 15th May, 2023, as the final dividend for the year ended 31st March , 2023 resulting in the outflow of H 450.17 lakhs in this respect in previous year.

18.1.5 As available from web page of Ministry of Corporate Affairs, charges against assets in respect of secured loans taken have been registered with ROC.

The Company has a system of filing the charge satisfaction e-form with MCA wherever applicable, within the timelines, as and when it receives NOCs from the respective charge holders.

18.1.7 The borrowings obtained by the company from banks and financial institutions have been applied for the purposes for which such loans were taken. In respect of the term loans which were taken in the previous year, these were applied in the respective year for the purpose for which the loans were obtained.

26.1 Operational Suppliers' Credit is availed from bank at interest rate ranging from 7.50% to 7.75 % per annum. These trade credits are largely repayable within 90 days from the date of draw down. Operational Buyer's credit availed is backed by Standby Letter of Credit issued under working capital facilities sanctioned by domestic banks.

28.1 There are no dues to Micro and Small enterprises with regard to the supplier of capital goods as at 31st march, 2024. This information as required to be disclosed under the Micro, Small and Medium Enterprise Development Act, 2006 has been determined to the extent such parties have been identified on the basis of information available with the company.

29.1 Contract Balances

Advance from customers is recognised when payment is received before the related performance obligation is satisfied. This includes advances received from the customer towards products or services to be provided in future periods. Revenue is recognised once the performance obligation is met i.e. once the control over a product or service has been transferred to the customer.

38.2 Corporate Social Responsibility (CSR)

The Company was required to spend an amount of HNIL (Previous Year HNil ) on CSR as per the provisions of section 135 of the Companies Act , 2013. The Company has during the year spent H 151.90 Lakhs (Previous Year H 79.71 lakhs) Also Refer Note . 38.2.1

38.2.2 Details of Excess Amount Spent

The Company has during the year spent H151.90 Lakhs towards CSR expenses which is in excess of the amount required to be spent during the year and accordingly, H151.90 Lakhs has been carried forward to be set off from future obligation and shown as other advances. (Refer Note No. 14)

39.1 Pursuant to the search conducted under section 132 of the Income Tax Act, 1961, during the current year, the Company has received Assessment Orders for the financials years 2015-2016 to 2021-2022 and demand notices aggregating to H 377.41 lakhs have been issued to the Company. H83.88 Lakhs pertaining to the financial years 2015-2016, 2017-2018 and 2018-2019 to the extent agreed upon by the company, has been paid and recognized under current tax for the year ended 31st March,2024. Necessary appeals for remaining amount of demand of H 293.53 Lakhs have been filed before the Commissioner of Income Tax (Appeals) and are pending as on this date and impact with respect to this are presently not ascertainable. In view of the management, the allegations and contentions made by Income Tax Authorities as such are not tenable and adjustments if any required will be given effect to on determination.

(i) Contingent Liabilities and Commitments (to the extent not provided for)

Rupees in Lakhs

Note

Particulars

No.

As at

March 31, 2024

As at

March 31, 2023

A Contingent Liabilities

Claims against the Company not acknowledged as Debt

Income tax demands under appeal- Disallowances contested by Company

402.41

178.34

402.41

178.34

40 (i) A (1) The Company's pending litigation comprises of claim against the Company and proceeding pending tax/statutory/ Government authorities. The Company has reviewed all its pending litigations and proceedings and has made adequate provisions, and disclosed the contingent liabilities, where applicable, in its standalone Financial Statements. The Company does not expects the outcome of these proceedings to have a material impact on its financial position. Future cash outflows in respect of above claim are dependent upon the outcome of judgments / decisions.

40 (ii) Contingent Assets

A contingent asset is a possible asset that arises from past events and whose existence will be confirmed only by the occurrence or nonoccurrence of one or more uncertain future events not wholly within the control of the entity. During the normal course of business, unresolved claims remains outstanding. The inflow of economic benefits, in respect of such claims cannot be measured due to uncertainities that surround the related events and circumstances.

41 Trade Receivables,Trade payables and advances recoverable are subject to confirmation/reconciliation and consequential adjustments,if any arising thereof.In the opinion of the management,current assets,loans and advances will have value on realisation in the ordinary course of business atleast equal to the amount at which they are stated in the Standalone Balance Sheet.

43 Segment Reporting

(i) The Company has one operating business segment viz, manufacturing, selling and processing of steel and all other activities are incidental to the same.

(ii) Information about Major Customer

Revenue from Conversion Income of steel and steel products include sale of service to one Public Company pertaining to the Steel sector which account for more than 10% and amounting to H 42,311.38 lakhs (March 31,2023- H43,236.23 lakhs) in the aggregate total revenue of the Company.

44 Disclosure as per Ind AS 116 "Leases"

Treatment of Leases as per Ind AS 116 :

The Company assesses whether a contract is or contains a lease, at inception of the contract. The Company recognises a right-of-use asset and a corresponding lease liability with respect to all lease arrangements in which it is the lessee, except for short-term leases (defined as leases with a lease term of 12 months or less) and leases of low value assets. For these leases, the Company recognises the lease payments as an operating expense on a straight-line basis over the term of the lease unless another systematic basis is more representative of the time pattern in which economic benefits from the leased assets are consumed.

The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted by using the rate implicit in the lease. If this rate cannot be readily determined, the Company uses its incremental borrowing rate.

The Company has applied the following practical expedients on initial application of Ind AS 116:

a) Applied a single discount rate to a portfolio of leases of similar assets in similar economic environment with a similar end date.

b) Applied the exemption not to recognize right-of-use assets and liabilities for leases with less than 12 months of lease term on the date of initial application.

c) Excluded the initial direct costs, if any from the measurement of the right-of-use asset at the date of recognition of right-of-use asset.

d) Used hindsight when determining the lease term if the contract contains options to extend or terminate the lease.

e) The weighted average incremental borrowing rate applied to leases recognised during the FY 2023-24 is 8.85%

44.1 (i) Nature of lease: The Company's significant leasing arrangements is in respect of Land and Premises for

offices on lease which are not non-cancellable and are usually renewable on mutually agreeable terms

44.2 (ii) The Company has incurred H365.67 Lakhs and 143.31 Lakhs for the year ended March 31, 2024 and March

31, 2023 respectively towards rental expenses relating to short term leases and leases of low value assets. The total cash outflow for leases is H 365.67 Lakhs and 143.31 Lakhs for the year ended March 31, 2024 and March 31, 2023 respectively.

45 Employee Benefits

The Company has a defined benefit gratuity plan. Every employee who has completed five years or more of service is entitled to Gratuity on terms not less favourable than the provisions of The Payment of Gratuity Act, 1972. This is an unfunded plan.

The Company also has certain Defined Contribution plans.Contributions are made to provident fund in India at the rate of 12% of salary of the employees covered as per the regulations. The contributions are made to registered provident fund administered by the Government. The obligation of the Company is limited to the amount contributed and it has no further contractual nor any constructive obligation.

ii) Defined Benefit Scheme

The Company has defined benefit plan comprising of gratuity. The present value of obligation is determined based on actuarial valuation using the Projected Unit Credit (PUC) actuarial 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 above sensitivity analysis is based on a change in an assumption while holding all other assumptions constant. In practice, this is unlikely to occur, and changes in some of the assumptions may be correlated. When calculating the sensitivity of the defined benefit obligation to significant actuarial assumptions the same method (projected unit credit method) has been applied as when calculating the defined benefit obligation recognised within the Balance Sheet.

E) Terms and conditions of transactions with related parties

The transactions with related parties are made on terms equivalent to those that prevail in arm's length transactions. Outstanding balances at the year end are unsecured and interest free and settlement occurs in cash. The above related parties information is as identified by the management and relied upon by the auditor.The Company has not provided any guarantee to related parties towards their borrowing facilities. For the year ended March 31, 2024, the Company has not recorded any impairment allowances in respect of receivables relating to amounts owed by related parties (March 31, 2023 H NIL). This assessment is undertaken each financial year by examining the financial position of the related party and the market in which the related party operates.

46A Business Combination

A) Pursuant to Order dated March 23, 2023 of Hon'ble National Company Law Tribunal, Kolkata Bench (NCLT) approved the scheme of Arrangement for Amalgamation (the Scheme) of eight wholly owned subsidiaries ("the subsidiaries”) namely Confident Financial Consultancy Private Limited(CFCPL), Fairplan Vintrade Private Limited(FVPL), Nageshwar Trade-Link Private Limited(NTLPL), Narayan Dealcom Private Limited(NDPL), Perfect Investment Consultancy Private Limited(PICPL), Shri Hari Vincom Private Limited(SHVPL), Siddhi Vinayak Commosales Private Limited(SVCPL) and Sidhant Investment Advisory Private Limited(SIAPL) (herein after collectively referred to as Transferor companies) with its holding company BMW Industries Limited (BMWIL).

B) The appointed date of amalgamation being 1.04.2021, these transferor companies stands amalgamated with BMWIL with effect from the said appointed date. The said Amalgamation was given effect to in the financial statements of the previous year .

C) Pursuant to the scheme of arrangement, the Company recorded all assets and liabilities of the transferor companies amalgamated, at their respective book values thereof as appearing in the books of transferor companies at the close of business day immediately preceding the appointed date. The Securities Premium and other reserves standing in the books of these transferor companies have been included in the books of the company in the same form as appearing in the financial statements of these transferor companies and the Share capital of the subsidiaries issued to the company was cancelled and differential of Rs. 104.79 lakhs with respect to the cost of investment in the books of BMWIL and face value thereof was adjusted to Capital Reserve on amalgamation.

Fair Valuation Techniques

The fair values of the financial assets and liabilities are included at the amount 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 following methods and assumptions were used to estimate the fair values :

The fair value of cash and cash equivalents,trade receivables and payables, current financial liabilities and assets and borrowings approximate their carrying amount largely due to the short-term nature of these instruments. The management considers that the carrying amounts of financial assets and financial liabilities recognised at nominal cost/amortised cost in the Standalone Financial Statements approximate their fair values.

Fair Value of Long term debt approximates their carrying value subject to adjustments made for transaction cost. The non current financial assets represent security deposits given to government authorities and for the purpose of day-to-day utilities of the Company and therefore the need of fair valuation does not arise in such a case.

A substantial portion of the company's long-term debt has been contracted at floating rates of interest, which are reset at short intervals. Fair value of variable interest rate borrowings approximates their carrying value subject to adjustments made for transaction cost.

Fair value of Security deposits and Unsecured Loans from Bodies Corporate have been determined on Effective interest Rate method(EIR) and differential thereof has been recognised as deferred loss/gain and to be recognised to profit and loss over the tenure of the instrument.

Derivative financial instruments are valued based on quoted prices for similar assets and liabilities in active markets or inputs that are directly or indirectly observable in the market place. The inputs used for

forward contracts are Forward foreign currency exchange rates.

FINANCIAL RISK FACTORS

The Company's financial liabilities comprise mainly of borrowings, trade and other payables. The Company's financial assets comprise mainly of cash and cash equivalents, other balances with banks including Fixed Deposits with Banks, trade receivables and other receivables, Deposits and Investments.

The Company is exposed to Market risk, Credit risk and Liquidity risk. The Company's senior management oversees the management of these risks. The Board of Director reviews and agrees policies for managing each of these risks, which are summarised below:

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 risks: interest rate risk and other price risk such as equity price risk and commodity risk. Financial instruments affected by market risk includes borrowings, investments, trade payables and trade receivables.

Interest Rate Risk

The company's exposure in market risk relating to change in interest rate primarily arises from floating rate borrowing with banks and others. Interest rate risks is measured by using the cash flow sensitivity for changes in variable interest rates. Any movement in the reference rates could have an impact on the company's cash flows as well as costs. There are certain borrowings at fixed interest rate which exposes the company to the fair value interest rate risk, however exposure in such borrowings is not significant.

Further there are deposits with banks which are for short term period and are exposed to interest rate risk, falling due for renewal.

With all other variables held constant, the following table demonstrates the impact of the borrowing cost on the Profit or Loss with respect to floating rate portion of loans and borrowings

A decrease in 0.50 basis point in Rupee Loan would have an equal and opposite effect on the Company's Standalone Financial Statements

CREDIT RISK

Credit risk is the risk that counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. The Company is exposed to credit risk from its operating activities primarily trade receivables and other financial assets including deposits with Bank. Exposure to credit risk is monitored on an ongoing basis.The Company periodically assesses the financial reliability of customers, taking into account the financial condition, current economic trends and ageing of accounts receivable.

The Company's exposure of its counterparties are continuously monitored and the aggregate value of transactions is reasonably spread amongst the counterparties.

The carrying amount of respective financial assets recognised in the Standalone Financial Statements,represents the Company's maximum exposure to credit risk. The concentration of credit risk is limited due to the customer base being well established, large and unrelated.

The Company establishes an allowance for impairment that represents its estimate of incurred losses in respect of trade and other receivables. Receivables from customers are reviewed/evaluated periodically by the management and appropriate impairment allowances for doubtful debts are made to the extent recovery there against has been considered to be remote.

Financial assets that are neither past due nor impaired

Cash and cash equivalents and deposits are neither past due nor impaired. Cash and cash equivalents

with banks are held with reputed and credit worthy banking institutions.

Financial assets that are past due but not impaired

Trade receivables amounts that are past due at the end of the reporting period against which no credit losses has been expected to arise.

LIQUIDITY RISK

Liquidity risk refers to the risk that the Company cannot meet its financial obligations. The objective of liquidity risk management is to maintain sufficient liquidity and ensure that funds are available for use as per requirements. The Company has obtained fund and non-fund based working capital loans from banks.The company relies on borrowings and internal accruals to meet its fund requirement. The current committed line of credit are sufficient to meet its short to medium term fund requirement.

Liquidity and interest risk tables

The following tables detail the Company's contractual maturity for its non derivative financial liabilities with agreed repayment periods. The tables have been drawn up based on the undiscounted cash flows of financial liabilities based on the earliest date on which the Company can be required to pay. The tables include both interest and principal cash flows as at balance sheet date:

Interest rate and currency of borrowings As at March 31,2024

The company has current financial assets which will be realised in ordinary course of business. The Company ensures that it has sufficient cash on demand to meet expected operational expenses.

The company relies on mix of borrowings and operating cash flows to meet its need for funds and ensures that it does not breach any financial covenants stipulated by the lender.

(a) Capital Management

The primary objective of the Company's capital management is to ensure that it maintains a healthy capital ratio in order to support its business and maximise shareholder value. The Company's objective when managing capital is to safeguard their ability to continue as a going concern so that they can continue to provide returns for shareholders and benefits for other stake holders. The Company is focused on keeping strong total equity base to ensure independence, security, as well as high financial flexibility for potential future borrowings.

49 Disclosure for Stuck off companies

Based on the information to the extent available with the company, there were no transactions with the companies struck off under section 248 of the Companies Act, 2013

50 Disclosure regarding borrowed funds have been considered part of other disclosures :

No funds have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the Company to or in any other person(s) or entity(ies), including foreign entities ("Intermediaries”) with the understanding, whether recorded in writing or otherwise, that the Intermediary shall lend or invest in party identified by or on behalf of the Company (Ultimate Beneficiaries). The Company has not received any fund from any party(s) (Funding Party) with the understanding that the Company shall whether, directly or indirectly lend or invest in other persons or entities identified by or on behalf of the Funding Party ("Ultimate Beneficiaries”) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

51 Other disclosures required under schedule III of Companies Act, 2013 :

a. The company does not hold any Benami Properties and there is no proceedings initiated or pending against the Company for holding any Benami Property under the Benami Transition (prohibition) Act, 1988 and rules made thereunder.

b. The Company has not been declared wilful defaulter by any bank or financial institution or other lender.

c. The Company has not traded or invested in Crypto currency or virtual currency during the financial year.

d. The Company has no 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).

e. The Company does not have any charges or satisfaction which is yet to be registered with ROC beyond the stautory period.

52 The Board of Directors of the company in it's meeting held on 15th May, 2024 has proposed to amalgamate the wholly owned subsidiaries BMW Iron & Steel Industries Limited (BISIL) and Nippon Cryo Private Limited (NCPL) with the company. This is subject to necessary approval as per the provisions of the Companies Act 2013.

53 Previous year figures have been recasted/restated to conform with current year presentation wherever considered necessary.

54 These Standalone financial statements have been approved by the Board of Directors of the Company on May 15, 2024 for issue to the shareholders for their adoption.