m) Provisions and Contingencies
Provisions are recognised when the Company has a present legal or constructive obligation as a result of past events, 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.
If the effect of 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 recognized as a finance cost.
A disclosure for a contingent liability is made when there is a possible obligation or a present obligation that may, but probably will not require an outflow of resources embodying economic benefits or the amount of such obligation cannot be measured reliably. When there is a possible obligation or a present obligation in respect of which likelihood of outflow of resources embodying economic benefits is remote, no provision or disclosure is made.
Provisions and contingencies are reviewed at each Balance Sheet date.
n) Cash and Cash Equivalents
Cash and Cash equivalents for the purpose of Cash Flow Statement comprise cash and cheques in hand, bank balances and demand deposits with banks where the original maturity is three months or less that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value.
o) Employee Benefits
Short Term Employee Benefits:
All employee benefits payable wholly within twelve months of rendering the service are classified as short term employee benefits and they are recognized as an expense at the undiscounted amount in the Statement of Profit & Loss of the year in which related service is rendered.
Post-Employment Benefits:
I. Defined Contribution plans (Provident Fund):
Retirement benefit in the form of provident fund is a defined contribution scheme. The Company has no obligation, other than the contribution payable to the provident fund. The Company recognizes contribution payable to the provident fund scheme as an expense, when an employee renders the related service. If the contribution payable to the scheme for service received before the balance sheet date exceeds the contribution already paid, the deficit payable to the scheme is recognized as a liability after deducting
the contribution already paid. If the contribution already paid exceeds the contribution due for services received before the balance sheet date, then excess is recognized as an asset to the extent that the pre¬ payment will lead to, for example, a reduction in future payment or a cash refund.
II. Defined Benefit plans (Gratuity Fund):
a. The liability or asset recognised in the balance sheet in respect of defined benefit plans is the present value of the defined benefits obligation at the end of the reporting period less the fair value of plan assets. The defined benefit obligation is calculated annually by actuaries using the Projected Unit Credit Method as per Ind AS 19 at the year end.
b. The present value of the defined benefit obligation is determined by discounting the estimated future cash outflows by reference to market yields at the end of the reporting period on Government bonds that have terms approximating to the terms of the related obligations.
c. The net interest cost is calculated by applying the discount rate to the net balance of the defined benefit obligation and the fair value of plan assets. This cost is included in Employees Benefits Expense in the statement of profit and loss.
d. Re-measurement gains and losses arising from experience adjustments and changes in actuarial assumptions are recognised in the period in which they occur, directly in Other Comprehensive Income. They are included in retained earnings in the statement of changes in equity.
e. Changes in the present value of the defined benefit obligation resulting from plan amendments or curtailments are recognised immediately in the profit or loss as past service cost.
Other employee benefit obligations (Compensated Absences):
The liabilities for earned leave and sick leave are expected to be settled wholly within 12 months after the end of the period in which the employees render the related service. They are measured annually by actuaries as the present value of expected future payments to be made in respect of services provided by employees up to the end of the reporting period using the projected unit credit method as per Ind AS 19. The benefits are discounted using the market yields on Government bonds at the end of the reporting period that have terms approximating to the terms of the related obligation. Remeasurements as a result of experience adjustments and changes in actuarial assumptions are recognized in the statement of profit and loss. Entitlements to annual leave (earned leave) are recognized when they accrue to employees. They can either be availed or encashed subject to a restriction on the maximum number of accumulation of leave.
p) Employee Stock Options Scheme/ Share based payments
The grant date fair value of equity settled share based payment awards granted to employees is recognized as an employee expense, with a corresponding increase in equity. The total amount to be expensed is determined by reference to the fair value of the options granted.
The total expense is recognized over the vesting period, which is the period over which all of the specified vesting conditions are to be satisfied. At the end of the vesting period, the entity revises its estimates of the number of options that are expected to vest based on the non market vesting and service conditions. It recognizes the impact of the revision to original estimates, if any, in the Statement of Profit or Loss, with a corresponding adjustment to equity.
The dilutive effect of outstanding options is reflected as additional share dilution in the computation of diluted earnings per share.
q) Research and Development
Expenditure on research is recognized as an expense when it is incurred. Expenditure on development which does not meet the criteria for recognition as an intangible asset is recognized as an expense when it is incurred.
Items of property, plant and equipment and acquired Intangible Assets utilized for Research and Development are capitalized and depreciated in accordance with the policies stated for Property, Plant and Equipment and Intangible Assets.
r) Borrowing Cost
Borrowing cost includes interest, amortization of ancillary costs incurred in connection with the arrangement of borrowings and exchange differences arising from foreign currency borrowings to the extent they are regarded as an adjustment to the interest cost.
General and specific borrowing costs that are directly attributable to the acquisition, construction or production of a qualifying asset are capitalised during the period of time that is required to complete and prepare the asset for its intended use or sale. Qualifying assets are assets that necessarily take a substantial period of time to get ready for their intended use or sale.
Other borrowing costs are expensed in the period in which they are incurred.
s) Events after Reporting date
If the Company receives information after the reporting period, but prior to the date of approved for issue, about conditions that existed at the end of the reporting period, it will assess whether the information affects the amounts that it recognises in its separate financial statements. The Company will adjust the amounts recognised in its financial statements to reflect any adjusting events after the reporting period and update the disclosures that relate to those conditions in light of the new information. For non-adjusting events after the reporting period, the Company will not change the amounts recognised in its financial statements but will disclose the nature of the non-adjusting event and an estimate of its financial effect, or a statement that such an estimate cannot be made, if applicable.
t) Earnings Per Share
Basic earnings per share is calculated by dividing the net profit or loss for the period attributable to equity shareholders by the weighted average number of equity shares outstanding during the period.
Partly paid equity shares are treated as a fraction of an equity share to the extent that they are entitled to participate in dividends relative to a fully paid equity share during the reporting period. The weighted average number of equity shares outstanding during the period is adjusted for events such as share split that have changed the number of equity shares outstanding, without a corresponding change in resources.
For the purpose of calculating diluted earnings per share, the net profit or loss for the period attributable to equity shareholders are divided with the weighted average number of shares outstanding during the year after adjustment for the effects of all dilutive potential equity shares.
u) Dividend Distribution to Equity-holders
The Company recognises a liability to pay final dividend to equity holders when the distribution is authorised and the distribution is no longer at the discretion of the Company. As per the corporate laws in India, a distribution is authorised when it is approved by the shareholders. A corresponding amount is recognised directly in equity.
v) Business Combination
Business combination involving entities or businesses under common control are accounted in accordance with the scheme approved by National Company Law Tribunal where in Pooling of Interests Method of accounting is used as laid down in Appendix C of Ind AS 103. Accordingly, the Company will record the assets and liabilities of the Transferor entity at their carrying amounts as reflected in consolidated financial statements of the Holding Company. No adjustments are made to reflect fair values or recognize any new assets or liabilities. The identity of the reserves is preserved and the difference, if any, between the consideration and the net assets acquired is adjusted in capital reserve.
w) Exceptional Items
Exceptional items are those items that management considers, by virtue of their size or incidence (including but not limited to impairment charges, divestments and acquisition and restructuring related costs), should be disclosed separately to ensure that the financial information allows an understanding of the underlying
performance of the business in the year, so as to facilitate comparison with prior periods. Such items are material and non-recuring by nature or amount to the year's result and require separate disclosure in accordance with Ind AS. The determination as to which items should be disclosed separately requires a degree of judgement. The details of exceptional items are set out in Note 51.
x) Treasury shares
The Company has created Ramkrishna Forgings Limited Employee Welfare Trust ("Trust") for providing share based payment to its employees. The Company uses Trust as a vehicle for distributing shares to employees under the employee remuneration schemes. The Trust buys shares of the company from the market, for giving shares to employees. The Company treats Trust as its extension and shares held by Trust are treated as treasury shares. Own equity instruments that are reacquired (treasury shares) are recognised at cost and deducted from equity. No gain or loss is recognised in profit or loss on the purchase, sale, issue or cancellation of the Company's own equity instruments. Any difference between the carrying amount and the consideration, if reissued, is recognised in Equity. Share options exercised during the reporting period are settled against pool of treasury shares.
y) Supplier Financing Arrangements
Supplier Financing Arrangements or Acceptances represent arrangements whereby banks make direct payments to suppliers of raw materials. The banks are subsequently repaid by the Company at a later date providing working capital timing benefits. Where these arrangements are for raw materials and have a maturity of upto the credit period contracted with the suppliers, the economic substance of the transaction is considered to be operating in nature and included under Trade payables.
z) Financial guarantee contracts
Financial guarantee contracts issued by the Company are those contracts that require a payment to be made to reimburse the holder for a loss it incurs because the specified debtor fails to make a payment when due in accordance with the terms of a debt instrument. Financial guarantee contracts are recognised initially as a liability at fair value, adjusted for transaction costs that are directly attributable to the issuance of the guarantee. Subsequently, the liability is measured at the higher of the amount of loss allowance determined as per impairment requirements of Ind AS 109 and the amount recognised less, when appropriate, the cumulative amount of income recognised in accordance with the principles of Ind AS 115.
3.1 Significant Accounting Estimates & Judgements
The preparation of the Company's financial statements requires the management to make judgements, estimates and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities, and the accompanying disclosures, and the disclosure of contingent liabilities. Uncertainty about these assumptions and estimates could result in outcomes that require a material adjustment to
the carrying amount of assets or liabilities affected in future periods.
The key assumptions concerning the future and other key sources of estimation uncertainty at the reporting date, that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year, are described below:
a. Income taxes
Deferred tax assets are recognised for items allowable on payment basis in income tax computation / unused tax losses to the extent is probable that taxable profit will be available against which the losses can be utilised. Significant management judgement is required to determine the amount of deferred tax assets that can be recognised, based upon the likely timing and the level of future taxable profits together with future tax planning strategies including amount expected to be paid / recovered for uncertain tax positions (Refer Note 11 & 12).
b. Useful Life of Property, Plant and Equipment and Intangible Assets
Management reviews its estimate of useful lives of property, plant and equipment at each reporting date, based on the expected utility of the assets. Uncertainties in these estimates relate to technical and economic obsolescence that may change the utility of property, plant and equipment. Also Refer note 6(A).
c. Defined Benefit Plans
Post-employment benefits represents obligation that will be settled in future and require assumptions to project benefit obligations. Post-employment benefits accounting is intended to reflect the recognition of future benefits cost over the employee's approximate service period, based on the terms of plans and the investment and funding decisions made. The accounting requires the Company to make assumptions regarding variables such as discount rate, rate of compensation increase and future mortality rates. Changes in these key assumptions can have a significant impact on the defined benefit obligations, funding requirements and benefit costs incurred. Refer Note 43.
d. Fair value measurement of Financial Instruments
When the fair values of financial assets and financial liabilities recorded in the Balance Sheet cannot be measured based on quoted prices in active markets, their fair value is measured using valuation techniques, including the discounted cash flow model, which involve various judgements and assumptions.
e. Provisions and Contingencies
Legal proceedings covering a range of matters are pending against the Company. Due to the uncertainty inherent in such matters, it is often difficult to predict the final outcomes. The cases and claims against the Company often raise difficult and complex factual and legal issues that are subject to many uncertainties and complexities, including but not limited to the facts and circumstances of each particular case and claim, the jurisdiction and the differences in applicable law, in the normal course of business. The Company consults with legal counsel and certain other experts on matters related to litigations. The Company accrues a liability when it is determined that an adverse outcome is probable and the amount of the loss can be reasonably estimated. In the event an adverse outcome is possible or an estimate is not determinable, the matter is disclosed.
f. Impairment of Investments in Subsidiaries — Notes2.3 (j)
Determining whether the investments in subsidiaries are impaired requires an estimate of the value in use of investments. In considering the value in use, the management anticipates the future projections, order book, operating margins, discount rates and other factors of the underlying businesses/operations of the subsidiaries.
g. Leases - Estimating the incremental borrowing rate
The Company cannot readily determine the interest rate implicit in the lease, therefore, it uses its incremental borrowing rate (IBR) to measure lease liabilities. The IBR is the rate of interest that the Company would have to pay to borrow over a similar term, and with a similar security, the funds necessary to obtain an asset of a similar value to the right-of-use asset in a similar economic environment.
3.2 New and amended standards
The Ministry of Corporate Affairs (MCA) has amended the following Ind AS which are effective for annual periods beginning on or after April 1,2025. The Company has not early adopted any standard, interpretation or amendment that has been issued but is not yet effective.
(i) Amendments to Ind AS 21 - Lack of exchangeability
The Ministry of Corporate Affairs (MCA) notified the Companies (Indian Accounting Standards) Amendment Rules, 2025, which amend Ind AS 21, The Effects of Changes in Foreign Exchange Rates to specify how an entity should assess whether a currency is exchangeable and how it should determine a spot exchange rate when exchangeability is lacking. The amendments also require disclosure of information that enables users of its financial statements to understand how the currency not being exchangeable into the other currency affects, or is expected to affect, the entity's financial performance, financial position and cash flows.
The amendments are effective for annual reporting periods beginning on or after April 01, 2025. When applying the amendments, an entity cannot restate comparative information.
(ii) Amendments to Ind AS 1 - Classification of Liabilities as Current or Non-current and Non-current Liabilities with Covenants
In August 2025, the MCA notified amendments to paragraphs 69 to 76 of Ind AS 1 to specify the requirements for classifying liabilities as current or non-current. The amendments clarify:
• What is meant by a right to defer settlement
• That a right to defer must exist at the end of the reporting period
• That classification is unaffected by the likelihood that an entity will exercise its deferral right
• That only if an embedded derivative in a convertible liability is itself an equity instrument would the terms of a liability not impact its classification.
In addition, a requirement has been introduced to require disclosure when a liability arising from a loan agreement is classified as non-current and the entity's right to defer settlement is contingent on compliance with future covenants within twelve months.
If there is a breach of a material covenant of a long term loan arrangement on or before the end of the reporting period, resulting in the liability becoming payable on demand as at the reporting date, and the lender agrees—after the reporting period but before the financial statements are approved for issue—not to demand repayment for at least 12 months as a consequence of the breach, this shall be treated as an adjusting event. Accordingly, the entity is not required to classify the liability as current.
The amendments are effective for annual reporting periods beginning on or after 1 April 2025 retrospectively in accordance with Ind AS 8.
(iii) Amendments to Ind AS 7 and Ind AS 107 - Supplier Finance Arrangements
In August 2025, the MCA notified amendments to Ind AS 7 Statement of Cash Flows and Ind AS 107 Financial Instruments: Disclosures to clarify the characteristics of supplier finance arrangements and require additional disclosure of such arrangements. The disclosure requirements in the amendments are intended to assist users of financial statements in understanding the effects of supplier finance arrangements on an entity's liabilities, cash flows and exposure to liquidity risk.
(iv) International Tax Reform—Pillar Two Model Rules - Amendments to Ind AS 12
In August 2025, the MCA notified amendments to Ind AS 12 Income Taxes in response to the OECD's BEPS Pillar Two rules and include:
• A mandatory temporary exception to the recognition and disclosure of deferred taxes arising from the jurisdictional implementation of the Pillar Two model rules; and
• Disclosure requirements for affected entities to help users of the financial statements better understand an entity's exposure to Pillar Two income taxes arising from that legislation, particularly before its effective date.
The mandatory temporary exception - the use of which is required to be disclosed - applies immediately. The remaining disclosure requirements apply for annual reporting periods beginning on or after 1 April 2025, but
not for any interim periods ending on or before 31 March 2026.
All the above mentioned amendments do not have any material impact on the Company's standalone financial statements.
3.3 Standard issued but not yet effective
The new and amended standards that are notified by the Ministry of Corporate Affairs (MCA), but not yet effective, up to the date of issuance of the Company's financial statements are disclosed below. The Company will adopt these amendments to the standards, when they become effective.
1. Amendments to Ind AS 1 - Classification of Liabilities as Current or Non-current and Non-current Liabilities with Covenants
In accordance with Ind AS 1 currently applicable, breach of an immaterial covenant is ignored deciding in current vs. non-current classification of liabilities. Also, in case of breach of a material covenant of a non-current loan on or before the reporting date, the entity can obtain waiver from the lender after the reporting date and continue to classify the loan as non-current liability.
In accordance with changes to Ind AS 1 already notified by the MCA, the above relaxations to classify loan as non-current liability will not be available from FY 2026¬ 27 onward and need to be applied retrospectively. Consequently:
i. A breach of either material or immaterial covenant will trigger current classification of liability.
ii. To continue classifying loan as non-current liability, entities will need to obtain waiver from the breach on or before the reporting date.
The Company is currently assessing the impact the amendments will have on its financial statements.
3.4 Climate - related matters
The Company considers climate-related matters in estimates and assumptions, where appropriate. This assessment includes a wide range of possible impacts on the Company due to both physical and transition risks. Even though the Company believes its business model and products will still be viable after the transition to a low-carbon economy, climate-related matters increase the uncertainty in estimates and assumptions underpinning several items in the financial statements. Even though climate-related risks might not currently have a significant impact on measurement, the Company is closely monitoring relevant changes and developments, such as new climate-related legislation. The items and considerations that are most directly impacted by climate-related matters are:
- Useful life of property, plant and equipment. When reviewing the residual values and expected useful lives of assets, the Company considers climate-related matters, such as climate-related legislation and regulations that may restrict the use of assets or require significant capital expenditures.
Additional Information:
a) The Company has given corporate guarantees on behalf of M/s. Ramkrishna Casting Solution Limited (Formerly known as JMT Auto Limited) amounting to ? 41,730.00 lakhs (March 31,2025: ? 19,800.00 lakhs), M/s. Ramkrishna Forgings LLC, USA amounting to ? 4,741.75 lakhs which is equivalent to $ 50.00 lakhs (March 31,2025: ? 4,273.50 lakhs which is equivalent to $ 50.00 lakhs) and M/s. Ramkrishna Forgings Mexico S.A. de C.V, Mexico amounting to ? 17,781.56 lakhs which is equivalent to $ 187.50 lakhs (March 31, 2025: ? 5,683.76 lakhs which is equivalent to $ 66.50 lakhs). (Refer note 35A & 39)
b) The Company has given bank guarantees on behalf of M/s. Ramkrishna Titagarh Rail Wheels Limited amounting to ? 3,750.00 lakhs (March 31,2025: ? 3,750 lakhs). (Refer note 35A & 39)
c) The Board of Directors of the Company in its meeting dated December 14, 2022 had approved an investment to acquire upto 51% voting rights of Tsuyo Manufacturing Pvt Ltd ("TMPL"), a Make-In-India start-up company engaged in powertrain solutions for electric vehicles and had invested ? 1,000.00 lakhs via Optionally Convertible Debentures (OCD) convertible into equity shares in financial year 2023-24, at the option of the Company, in accordance with a pre-determined conversion formula. In the previous year, the Company entered into a settlement agreement to redeem the OCDs as per the prescribed schedule and consequently all OCDs has been redeemed as at March 31, 2026.
d) The Board of Directors of the Company had approved disinvestment of 100% equity stake held in Globe All India Services Limited, a subsidiary company to Yatra Online Limited for an aggregate consideration of ? 12,800.00 lakhs against which the entire consideration had been received in the FY 2024-2025. Exceptional item of ? 10,287.33 lakhs pertaining to previous year represents net gain on sale of investments in the aforesaid subsidiary (after netting off related expenses amounting to ? 602.85 lakhs and cost of acquisition of investment in subsidiary amounting to ? 1,909.82 lakhs).
e) On July 24, 2024, the Board of Directors of the Company had approved acquisition of Resortes Libertad, S.A. de C.V. ('RSLV'). On August 12, 2024, the Company had acquired 100% equity in RSLV at a consideration of ? 346.92 lakhs. The name of Resortes Libertad, S.A. de C.V. had been subsequently changed to Ramkrishna Forgings Mexico S.A. DE. C.V.
f) Multitech Auto Private Limited ("MAPL") (wholly-owned subsidiary of the Company along with its 100% wholly-owned subsidiary, Mal Metalliks Private Limited, 'MMPL') ( Transferor Company) was amalgamated with Ramkrishna Casting Solutions Limited ('RKCSL'), wholly-owned subsidiary of the Company, vide Hon'ble National Company Law Tribunal, Kolkata Bench (NCLT) order dated February 27, 2026 with effect from January 01,2024. The certified copy of the said order was filed by the respective aforesaid Companies with the Registrar of Companies, Kolkata on March 25, 2026. Consequently, all the outstanding shares of MAPL stands extinguished and balance has been transferred to investment in RKCSL. RKCSL has issued 46 shares against each shares of MAPL.
g) Refer note 40 for information about fair value measurements.
c) On August 14, 2025, the Company has allotted 9,75,000 warrants, with a right to the warrant holder to apply for and be allotted one equity share of face value of ? 2/- each of the Company at an issue price of ? 2,100.00 each aggregating to ? 20,475.00 lakhs, upon receipt of 25% of the issue price (i.e. ? 525.00 per warrant) as warrant subscription money amounting to ? 5,118.75 lakhs. The Company has received the balance 75 % of the issue price ( i.e ?1,575.00 per warrant) for 6,40,000 warrants amounting to ? 10,080.00 lakhs and the Company has allotted 6,40,000 equity shares on March 27, 2026 pursuant to approval of the Board of Directors for allotment of 6,40,000 equity shares of face value of ? 2.00 each upon conversion of 6,40,000 warrants. The 75% of the issue price for the balance 3,35,000 warrants (i.e. ? 1,575.00 per warrant) amounting to ? 5,276.25 lakhs is payable within a maximum period of 18 months from the allotment date of the warrants. The Company has complied with provisions of section 62 and section 42 of the Companies Act, 2013, as applicable, in respect of the preferential allotment of shares during the year. The funds raised, have been used for the purposes for which the funds were raised. Additionally, the impact of the same has been considered for the calculation of diluted earnings per share, in compliance with Ind AS 33 - Earnings Per Share.
d) On January 14, 2026, the Company has further allotted 34,00,000 warrants, with a right to the warrant holder to apply for and be allotted one equity share of face value of ? 2/- each of the Company at an issue price of ? 588.00 each aggregating to ? 19,992.00 lakhs upon receipt of 25% of the issue price as warrant subscription money amounting to ? 4,998.00 lakhs. Balance 75% of the issue price amounting to ? 14,994.00 lakhs is payable within a maximum period of 18 months from the allotment date of warrants. The funds raised, have been used for the purposes for which the funds were raised. Additionally, the impact of the same has been considered for the calculation of diluted earnings per share, in compliance with Ind AS 33 - Earnings Per Share.
e) Ramkrishna Forgings Limited - Employee Stock Option Plan 2015 ('RKFL ESOP Scheme 2015') and Ramkrishna Forgings Limited - Employee Stock Option Plan 2023 ('RKFL ESOP Scheme 2023') ("ESOP Schemes") are to be implemented by fresh issuance of fully paid-up equity shares of the Company having a face value of ? 2/- each and/or secondary acquisition of equity shares through the Ramkrishna Forgings Limited Employees Welfare Trust ("RKFL ESOP Trust"). The Company had issued and allotted 2,54,425 equity shares of ? 2/- each against the ESOP schemes in the previous year to RKFL ESOP Trust with the corresponding accounting being conducted in accordance with Ind AS 102 - Share-Based Payment. The financial statements of the RKFL ESOP Trust have been included in the Standalone Financial Statements of the Company in accordance with the requirements of Ind AS and the cost of such treasury shares outstanding as at March 31, 2026 has been presented as a deduction in Equity in the current financial year. The Company has complied with provisions of section 62 of the Companies Act, 2013, as applicable. Additionally, the impact of this ESOP Scheme has been factored into the calculation of earnings per equity share, in compliance with Ind AS 33 - Earnings Per Share.
f) Terms/ rights attached to equity shares
The Company has only one class of equity shares having par value of ? 2/- per share (March 31, 2025: ? 2/- each). Each holder of equity shares is entitled to one vote per share. The company declares and pays dividends in Indian rupees. The final dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting. In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders.
g) The Company being ultimate holding company, there are no shares held by any other holding, ultimate holding company and their subsidiaries / associates. Details of shareholders holding more than 5% shares in the Company is given as below:
18.4 The Company's bank loan agreements require compliance with certain financial covenants for the years ended March 31,2026 and March 31,2025. For the year ended March 31,2026, the Company has complied with all such covenants except for one covenant relating to a loan from a bank; the bank has granted a waiver for this non-compliance. For the year ended March 31, 2025, the Company had complied with all covenants except for one covenant relating to a loan from a bank; that loan had been classified as current in accordance with the terms of the loan agreement.
18.5 Term loans were applied for the purpose for which the loans were obtained.
18.6 The Company has not defaulted in scheduled repayment of loans or other borrowings or in payment of interest thereon to any lenders.
18.7 Refer note 40 and 41 for information about fair value measurements and foreign currency risk exposure.
@ There are no amounts due and outstanding to be credited to Investor Education and Protection Fund under section 125 of the Companies Act, 2013 as at the year end.
$ Includes ? 1,521.16 lakhs (March 31, 2025: ? 1,439.46 lakhs) outstanding in respect of Micro, Small Enterprises (Refer note 36)
A ? 1,148.33 lakhs pertains to amounts arising in respect of collections from customers against which the Company had entered into bill discounting arrangements on a non-recourse basis. The said obligation has been discharged subsequently.
21.1. Refer note 40 for determination of fair value
21.2. Refer note 39 for employee dues payable to officers of the Company.
# Includes Government assistance in the form of duty benefit availed under Export Promotion Capital Goods (EPCG) scheme on purchase of property, plant and equipment accounted for as Government grant and being amortised on basis of fulfilment of export obligations and includes subsidies provided to the Company as per erstwhile Jharkhand Industrial and Investment Promotion Policy, 2016 and new Jharkhand Industrial and Investment Promotion Policy, 2021.
23.1 The Company has recognised revenue of ? 2,292.63 lakhs (March 31, 2025: ? 1,492.36 lakhs) from the amounts included under advance received (contract liabilities) from customers at the beginning of the year.
28.1. On November 21, 2025, the Government of India notified provisions of 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, ('Labour Codes') which consolidate twenty- nine existing labour laws into a unified framework governing employee benefits during employment and post-employment. The Labour Codes, amongst other things introduces changes, including a uniform definition of wages and enhanced benefits relating to leave.
The Company has assessed the impact of these changes basis management expert's view and best information available till authorisation of the financial statements for issue.
The Company has determined that these changes result in an increase in gratuity obligation and leave obligation of ? 626.01 lakhs and ? 314.82 lakhs, respectively. Considering the materiality and regulatory-driven, non-recurring nature of this change, the Company has presented increase in obligation as an expense under the head "Exceptional Items" in the statement of profit and loss for the year ended March 31, 2026. The Company continues to monitor the developments pertaining to Labour Codes and will evaluate impact if any on the measurement of liability pertaining to employee benefits. (Refer note 51).
32. Ramkrishna Forgings Limited - Employee Stock Option Plan 2015 and 2023 (RKFL ESOP Scheme 2015 and ESOP Scheme 2023)
i. The Board of Directors at its meeting held on August 07, 2015, approved the Employee Stock Option Scheme 2015 ("RKFL ESOP Scheme 2015") for the grant upto 7,00,000 Stock Options to its permanent employees working in India and Whole-time Directors of the Company (excluding Promoters), in one or more tranches. Each option was eligible to be converted into one fully paid-up equity share of ?10/- each of the Company. The same was approved by the Shareholders at the 33rd Annual General Meeting of the Company held on September 12, 2015. The ESOP Scheme 2015 is administered by the Nomination and Remuneration Committee ("Compensation Committee") through Ramkrishna Forgings Limited Employee Welfare Trust. The Scheme was further amended at the 34th Annual General Meeting of the Company held on September 24, 2016, wherein the Exercise Price per Stock Option was reduced from ? 505.58 to ? 400/- per share of face value of ? 10/- each. Further, during the Financial Year 2021-22, the Company approved stock split/subdivision of the Equity Shares of the Company in 1:5 ratio from 1 (one) equity share of face value of ? 10/- each to 5 Equity Shares of face value of ? 2/- each. Accordingly, the Exercise Price of the Stock Option under the RKFL ESOP Scheme 2015 got reduced from ? 400/- to ? 80/- per Stock Option
ii. The Board of Directors at its meeting held on July 21,2023, approved the "RKF Limited Employee Stock Option Scheme 2023" ("RKFL ESOP Scheme 2023") for the grant of upto 30,00,000 Employee Stock Options (ESOPs) to its permanent employees working in India and Whole-time Directors of the Company (excluding Promoters), in one or more tranches. Each ESOPs to be converted into one fully paid-up equity share of ?2/- each of the Company. The same was approved by the Shareholders at the 41st Annual General Meeting of the Company held on September 16, 2023. The RKFL ESOP Scheme 2023 is being administered by the Nomination and Remuneration Committee ("Compensation Coommittee") through Ramkrishna Forgings Limited Employee Welfare Trust. The Compensation Coommittee at it's meeting held on February 21,2024, approved the first grant of 8,07,861 options. The Exercise Price per stock option is ?556/- with face value of ? 2 each/-.
iii. The Nomination and Remuneration Committee ("Compensation Committee") at its meeting held on March 27, 2026 based on the performance matrix, vested 1,64,413 Employee Stock Options (ESOPs) (Second Vesting) of face value of ?2/- each to its eligible employees including Whole-time Directors (excluding Promoters) under the RKFL ESOP Scheme 2023. The ESOPs vested will be administered by the Nomination and Remuneration Committee ("Compensation Committee") through the Ramkrishna Forgings Limited Employee Welfare Trust. The Exercise Price per stock option is ?556/- with face value of ? 2 each/-.
iv. The Nomination and Remuneration Committee ("Compensation Committee") at its meeting held on January 16, 2025 granted 3,051 Employee Stock Options (ESOPs) of face value of ?2/- each to it eligible employee under the RKFL ESOP Scheme 2023. The ESOPs granted shall be vested into 4 tranches of 25% each w.e.f January, 2026 subject to achievement of Performance Matrix. The ESOPs granted will be administered by the Nomination and Remuneration Committee through the Ramkrishna Forgings Limited Employee Welfare Trust. The Exercise Price per stock option is ?687/- with face value of ? 2 each/-.
v. The Nomination and Remuneration Committee ("Compensation Committee") at its meeting held on March 27, 2026 based on the performance matrix, vested 763 Employee Stock Options (ESOPs) (First Vesting) of face value of ?2/- each to its eligible employees including Whole-time Directors (excluding Promoters) under the RKFL ESOP Scheme 2023. The ESOPs vested will be administered by the Nomination and Remuneration Committee ("Compensation Committee") through the Ramkrishna Forgings Limited Employee Welfare Trust. The Exercise Price per stock option is ?687/- with face value of ? 2 each/-.
Stock Price: Closing price on National Stock Exchange on the date of grant has been considered (Since NSE has higher volume). Volatility: The historical volatility over the expected life has been considered to calculate the fair value.
Risk-free rate of return: The risk-free interest rate being considered for the calculation is the interest rate applicable for a maturity equal to the expected life of the options based on the zero-coupon yield curve for Government Securities.
Exercise Price: Exercise Price of each specific grant has been considered.
Time to Maturity: Time to Maturity / Expected Life of options is the period for which the Company expects the options to be live.
Expected dividend yield: Expected dividend yield has been calculated as an average of dividend yields for five financial years preceding the date of the grant.
F. Terms and conditions of transactions with related parties Sales to related parties
The Company enters into sales transactions with related parties where prices are agreed at cost to the Company plus pre-agreed mark-up. Transactions entered during the year were in ordinary course of business and are on arm's length basis. In case of scrap sales to related parties, the same is sold at average market price and are on arm's length.
Trade receivables outstanding balances are unsecured, interest free and require settlement in cash.
Purchases of goods
The Company enters into purchase transactions with related parties where prices are agreed at cost to related party plus mark-up for finished good and semi finished goods. Raw materials are valued at cost. Transactions entered during the year were in ordinary course of business and are on arm's length basis. In case of scrap purchases to related parties, the same is purchase at average market price and are on arm's length.
Trade payables outstanding balances are unsecured, interest free and require settlement in cash.
Finance lease given
The Company has arranged to extend lease facilities to its Subsidiary for procurement of certain Equipments for carrying out its business operations. The term of the lease of the Equipment shall be for a period of 4 (four) years commencing from the Effective Date. The transaction of lease are on arms length basis.
Services (including Job work services)
It is done on the same terms as applicable to third parties in an arm's length transaction and in the ordinary course of business.
The outstanding balances are unsecured, interest free and require settlement in cash.
Purchase / Sale of Property, Plant & Equiptment (PPE) from the related party
The purchase of Plant & Machinery was made at value as per as per the valuation certificate shared by the third party valuer / at value as per books of accounts. Transactions entered during the year were in ordinary course of business and are on arm's length basis.
The consideration was fully paid at the reporting date.
Loans to subsidiaries
The loan is unsecured, interest bearing and repayable after 5 years to the date of disbursement. The loan can be prepaid without any prepayment penalty. Transactions entered during the year were in ordinary course of business and are on arm's length basis.
Loans to Director (KMP)
The Company operates loan scheme providing loan to all employees as per the policy approved by the Board. The loans are repayable as per the approved policy and carrying interest rate @ 8% p.a. The loans are unsecured.
Corporate Guarantees
The Company has given guarantee against the term loan availed by the subsidiary company from banks (except for Ramkrishna Forgings Mexico S.A. de C.V, Mexico). Loan availed by the subsidiary are fully secured against the assets of the subsidiary.
The Company has given guarantee for Ramkrishna Forgings Mexico S.A. de C.V, Mexico for the rent payable by the subsidiary company & also for the financial facilities available from Bank by the subsidiaries.
The Company will be required to make specified payment to the bank / landlord if the subsidiary fails to make payment when due in accordance to the terms of the agreement.
Shortfall undertaking
The Company has given undertaking against the term loan availed by the joint venture company (JV) from banks. Loan availed by the JV are fully secured against the assets of the JV.
The Company will be required to make specified payment to the bank if the JV fails to make payment when due in accordance to the terms of the agreement.
Bank guarantee
The Company has issued the Bank Guarantee to Railways on behalf of RKFL- TWL Consortium ( Consortium) for due and faithful performance of the obligation as per the agreement executed with the Railways for the supply of Forged wheels during supply period by the Consortium. The Bank Guarantee is expiring on May 9, 2028.
Notes:
39.1 Commission will be payable after the approval of the share holders in accordance with Companies act 2013.
39.2 Excludes leave encashment and gratuity which is based on actuarial valuation provided on overall Company basis.
39.3 Excess Remuneration of ? 131.52 lakhs paid to Mr. Naresh Jalan & Excess Remuneration of ? 311.48 Lakhs paid to Mr. Lalit Kumar Khetan is in the previous year was approved by shareholders, in accordance with Companies act 2013 in 43rd Annual General Meeting.
39.4 Investment includes deemed investment for Corporate Guarantee given during the year ? 15.26 lakhs (March 31, 2025: ? 17.54 lakhs) for Ramkrishna Forgings LLC, USA, ? 126.03 lakhs (March 31,2025: ? 15.37 lakhs) for Ramkrishna Forgings Mexico S.A. de C.V., Mexico, ? 211.07 lakhs (March 31, 2025: ? 335.98 lakhs) for Ramkrishna Casting Solutions Limited, (formerly known as JMT Auto Limited), ? 858.38 lakhs (March 31,2025: ? 512.72 lakhs) for Ramkrishna Titagarh Rail Wheels Limited. The same has been calculated considering present value of the outstanding financial obligation in the books of the subsidiary companies and joint venture as per
39.5 Multitech Auto Private Limited ("MAPL") (wholly-owned subsidiary of the Company along with its 100% wholly-owned subsidiary, Mal Metalliks Private Limited, 'MMPL') ( Transferor Company) was amalgamated with Ramkrishna Casting Solutions Limited ('RKCSL'), wholly-owned subsidiary of the Company, vide Hon'ble National Company Law Tribunal, Kolkata Bench (NCLT) order dated February 27, 2026 with effect from January 01, 2024. The certified copy of the said order was filed by the respective aforesaid Companies with the Registrar of Companies, Kolkata on March 25, 2026. Consequently, transactions up to the date of receipt of order has been considered in their respective names and closing balance as on March 31,2026 has been transferred to RKCSL.
39.6 During the year, the Company entered into an agreement with its joint venture company, Ramkrishna Titagarh Rail Wheels Limited ("RTRWL"), pursuant to which the Company's contribution towards implementation and operationalisation of the RTRWL project has been acknowledged and valued at ? 2,700.00 lakhs out of which ? 1,200.00 lakhs is to be treated by RTRWL as a perpetual, unsecured and non-interest-bearing liability, with a conditional right available to the Company to convert the same into equity shares of RTRWL upon future issuance of dilutive instruments by RTRWL to a third party. Upon exercise of such right, the number of equity shares to be issued shall be determined based on an independent valuation, subject to the issue price not being lower than the price at which such dilutive instruments are issued to the third party. Considering the terms of the arrangement, including absence of fixed settlement terms and conditional conversion mechanism, the Company has not recognised any revenue or receivable in respect of the aforesaid amount during the year. The balance amount of ? 1,500.00 lakhs which is payable in cash has been recorded during the year.
The fair values of 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. Methods and assumptions used to estimate the fair values are consistent with those used for the year ended March 31,2025.
The management has assessed that the fair values of trade receivables, cash and bank balances, loans, other financial assets, Trade Payables, Borrowings (including interest accrued), lease liabilities and Other Financial Liabilities approximate to their respective carrying amounts largely due to the short-term maturity of these instruments. Further, management has also assessed the carrying amount of certain loans bearing floating interest rates which are a reasonable approximation of their respective fair values and any difference between their carrying amounts and fair values is not expected to be significant.
For financial assets carried at fair value, the carrying amounts are equal to their respective fair values.
B. Fair value hierarchy:
The Company uses the following hierarchy for determining and/or disclosing the fair value of financial instruments by valuation techniques:
(i) Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities.
(ii) Level 2: inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e., as prices) or indirectly (i.e., derived from prices).
(iii) Level 3: inputs for the asset or liability that are not based on observable market data (unobservable inputs).
C. Fair valuation method and assumptions:
The fair value of the financial assets and liabilities is included at the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale. The following methods and assumptions are used to estimate the fair values
i) The fair value of derivative financial instruments is determined based on observable market inputs including currency spot and forward rates, yield curves, currency volatility etc. These derivatives are estimated by using the pricing models, where the inputs to those models are based on readily observable market parameters, contractual terms, period to maturity, maturity parameters and foreign exchange rates. These models do not contain a high level of subjectivity as the valuation techniques used do not require significant judgement, and inputs thereto are readily observable from market rates. The said valuation has been carried out by the counter party with whom the contract has been entered with and management has evaluated the
credit and non-performance risks associated with the counterparties and believes them to be insignificant and not requiring any credit adjustments
ii) There has been no transfer between Level 1, Level 2 and Level 3 during the above periods.
iii) In determining fair value measurement, the impact of potential climate-related matters, including legislation, which may affect the fair value measurement of assets and liabilities in the financial statements has been considered. These risks in respect of climate-related matters are included as key assumptions where they materially impact the measure of recoverable amount, These assumptions have been included in the cash-flow forecasts in assessing value-in-use amounts.
At present, the impact of climate-related matters is not material to the Company's financial statements.
(iv) Valuation technique used to determine fair value
Specific valuation techniques used to value financial instruments include:
The use of adjusted net asset value method for certain equity investment and discounted cash flow method (income approach) for remaining equity instruments.
41. Financial Risk Management Objectives and Policies:
The Company's principal financial liabilities comprises borrowings, trade and other payables and other financial liabilities. The main purpose of these financial liabilities is to finance and support the operations of the Company. The Company's principal financial assets include trade and other receivables, loans and cash and cash equivalents that derive directly from its operations.
The Company's business activities are exposed to a variety of risks including liquidity risk, credit risk and market risk. The Company seeks to minimize potential adverse effects of these risks on its financial performance and capital. Financial risk activities are identified, measured and managed in accordance with the Company's policies and risk objectives which are summarized below and are reviewed by the senior management.
(A) Credit risk
Credit risk refers to risk of financial loss to the Company if customers or counterparties fail to meet their contractual obligations. The Company is exposed to credit risk from its operating activities (mainly trade receivables)
(i) Credit risk management
(a) Trade Receivables
Customer credit risk is managed by the respective departments subject to the company's established policies, procedures and controls relating to customer credit risk management. Customer credit risk is managed by the Company through its established policies and procedures which involve setting up credit limits based on credit profiling of individual customers, credit approvals for enhancement of limits and regular monitoring of important developments viz. payment history, change in credit rating, regulatory changes, industry outlook etc. The maximum exposure to credit risk at the reporting date is the carrying value of each class of financial assets disclosed in refer note 8. Outstanding receivables are regularly monitored and an impairment analysis is performed at each reporting date on an individual basis for each major customer. On account of adoption of Ind AS 109, the Company uses expected credit loss model to assess the impairment loss or reversal thereof.
(b) Deposits and financial assets (Other than trade receivables):
Credit risk from balances with banks is managed by the Company's treasury department in accordance with the Company's policy.
(B) Liquidity Risk
Liquidity risk implies that the Company may not be able to meet its obligations associated with its financial liabilities. The Company manages its liquidity risk on the basis of the business plan that ensures that the funds required for financing the business operations and meeting financial liabilities are available in a timely manner and in the currency required at optimal costs. The Management regularly monitors rolling forecasts of the Company's liquidity position to ensure it has sufficient cash on an ongoing basis to meet operational fund requirements.
Additionally, the Company has committed fund and non-fund based credit lines from banks which may be drawn anytime based on Company's fund requirements. The Company endeavours to maintain a cautious liquidity strategy with positive cash balance and undrawn bank lines throughout the year.
The following are the remaining contractual maturities of financial liabilities at the reporting date.
** The above maturity is based on the total principal outstanding gross of the processing fees and charges of ? 448.63 lakhs (March 31, 2025: ? 543.59 lakhs)
(C) Market Risk
Market risk is the risk that the fair value of future cash flow of financial instruments may fluctuate because of changes in market conditions. Market risk broadly comprises three types of risks namely foreign currency risk, interest rate risk and price risk (for commodities) . The above risks may affect the Company's income and expense and profit. The Company's exposure to and management of these risks are explained below.
(i) Foreign currency risk
The Company operates in international markets and therefore is exposed to foreign currency risk arising from foreign currency transactions. The exposure relates primarily to the Company's operating activities (when the revenue or expense is denominated in foreign currency) and borrowings in foreign currencies. Majority of the Company's foreign currency transactions are in USD and Euro, while the rest are in GBP and SGD. The imports are only in respect of capital goods, and are denominated in USD, Euro, SGD, SEK, GBP and JPY. The risk is measured through forecast of highly probable foreign currency cash flows.
The risk of fluctuations in foreign currency exchange rates on its financial liabilities including trade and other payables etc, which are mainly in US Dollars , are mitigated through the natural hedge, as Company's export sales are predominantly in US dollars and such economic exposure through trade and other receivables in US dollars provide natural alignment. Hence, a reasonable variation in the Foreign exchange rate would not have much impact on the profit / equity of the Company.
(a) Foreign currency risk exposure
The Company's exposure to foreign currency risk at the end of the reporting period expressed INR in lakhs, are as follows:
(ii) Interest rate risk
The Company is exposed to interest rate risk on short-term and long-term floating rate instruments. The borrowings of the Company are principally denominated in Indian Rupees, Euro, Japanese Yen, Singapore dollars, Pound and US dollars with a mix of fixed and floating rates of interest. The Company has a policy of selectively using interest rate swaps and other derivative instruments to manage its exposure to interest rate movements. These exposures are reviewed by appropriate levels of management on a regular basis. The majority of the borrowings are at floating rates and its future cash flows will fluctuate because of changes in market interest rates.
(a) Interest Rate Risk Exposure
The exposure of the Company's borrowings to interest rate changes at the end of the reporting period are as follows:
(iii) Commodity Price Risk
Commodity price risk results from changes in market prices for raw materials, mainly steel in the form of rounds and billets which forms the largest portion of Company's cost of sales.
The principal raw materials for the Company products are alloy and carbon steel which are purchased by the Company from the approved list of suppliers. Most of the input materials are procured from domestic vendors. Further, a significant portion of the Company's volume is sold based on price adjustment mechanism which allows for recovery of the changed raw material cost from its customers.
42 Capital management
For the purposes of the Company's capital management, capital includes issued capital, free reserves and borrowed capital less reported cash and cash equivalents and current investment. The primary objective of the Company's capital management is to maintain an efficient capital structure to reduce the cost of capital, support the corporate strategy and to maximise shareholder's value. The Company's policy is to borrow primarily through banks to maintain sufficient liquidity. The Company also maintains certain undrawn committed credit facilities to provide additional liquidity. These borrowings, together with cash generated from operations are utilised for operations of the Company. The Company monitors capital on the basis of cost of capital.
43. Employee Benefits a) Gratuity plan Funded scheme
The Company has a defined benefit gratuity plan for its employees ("Gratuity Scheme"). The gratuity plan is governed by the Code on Social Security, 2020. Under the Act, every employee who has completed five years of service is entitled to specific benefit. The level of benefits provided depends on the employee's length of service and salary at retirement age. Every employee except chairman and managing director who has completed five years or more of service gets a gratuity on departure at 15 days salary (last drawn) for each completed year of service as per the provisions of the Code on Social Security, 2020. The scheme is funded with an insurance company.
Description of Risk Exposures
Valuations are performed on certain basic set of pre-determined assumptions and other regulatory framework which may vary over time. Thus, the Company is exposed to various risks in providing the above gratuity benefit which are as follows:
Interest Rate risk: The plan exposes the Company to the risk of fall in interest rates. A fall in interest rates will result in an increase in the ultimate cost of providing the above benefit and will thus result in an increase in the value of the liability (as shown in financial statements).
Liquidity Risk: This is the risk that the Company is not able to meet the short-term gratuity payouts. This may arise due to non availability of enough cash / cash equivalent to meet the liabilities or holding of illiquid assets not being sold in time.
Salary Escalation Risk: The present value of the defined benefit plan is calculated with the assumption of salary increase rate of plan participants in future. Deviation in the rate of increase of salary in future for plan participants from the rate of increase in salary used to determine the present value of obligation will have a bearing on the plan's liability.
Demographic Risk: The Company has used certain mortality and attrition assumptions in valuation of the liability. The Company is exposed to the risk of actual experience turning out to be worse compared to the assumption.
Regulatory Risk: Gratuity benefit is paid in accordance with the requirements of the Code on Social Security, 2020 (as amended from time to time). There is a risk of change in regulations requiring higher gratuity payouts (e.g. Increase in the maximum limit on gratuity of ? 20.00 lakhs).
Asset Liability Mismatching or Market Risk: The duration of the liability is longer compared to duration of assets, exposing the Company to market risk for volatilities/fall in interest rate.
Investment Risk: The probability or likelihood of occurrence of losses relative to the expected return on any particular investment.
b) Provident Fund:
The Company has a defined contribution plan. Under the defined contribution plan, provident fund is contributed to the Government administered provident fund. The Company has no further contractual nor any constructive obligation, other than the contribution payable to the provident fund. The expense recognised during the period towards defined contribution plan is ?
1,081.07 lakhs (March 31,2025: ? 996.08 lakhs).
47 Pursuant to the provisions of section 197, 198 and other applicable provisions of Companies Act, 2013 read with schedule V of the said act, as amended, the Company at the ensuing annual general meeting will be seeking the approval from the shareholders of the Company for the excess managerial remuneration paid/payable ? 510.00 lakhs for the period from April 1,2025 to March 31, 2026, by way of special resolution.
The Company at the annual general meeting held on September 20, 2025 has taken approval from the shareholders of the Company for the excess managerial remuneration paid/payable amounting to ? 693.00 lakhs for the period from April 1,2024 to March 31,2025, by way of special resolution.
48. Events after the reporting period
Refer note 45 for details related to proposed interim dividend declared for the year ended March 31,2026.
49. The Company has no core investment company as part of the Group.
50. The Company has used accounting software SAP and Tally upto December 31,2025 for maintaining its books of account which has a feature of recording audit trail (edit log) facility and the same has operated throughout the year for all relevant transactions recorded in the software, except that audit trail feature is not enabled for certain changes made using privileged/ administrative access rights to the SAP application and the underlying HANA database. Further no instance of audit trail feature being tampered with was noted in respect of accounting software(s) where the audit trail has been enabled. Additionally, the audit trail of prior year has been preserved by the Company as per the statutory requirements for record retention to the extent it was enabled and recorded in the respective year.
51. Exceptional items include following :
(a) ? 940.83 lakhs accounted during the year ended March 31,2026, due to impact of new labour codes effective from November 21,
2025. The Government of India has consolidated multiple existing labour legislations into a unified framework comprising four Labour Codes collectively referred to as the 'New Labour Codes' Under Ind AS 19, changes to employee benefit plans arising from legislative amendments constitute a plan amendment, requiring recognition of past service cost immediately in the statement of profit and loss.
(b) ? 4,176.40 lakhs, being excess Electricity Duty collected for the period till March 31, 2025 under the Jharkhand Electricity Duty (Amendment) Act, 2021, by 'Jharkhand Bijli Vitran Nigam Limited (JBVNL)' and 'Tata Steel Utilities And Infrastructure Services Limited (TSUISL)' that is not payable pursuant to the Hon'ble Jharkhand High Court Order dated January 5, 2026 that has held Jharkhand Electricity Duty (Amendment) Act, 2021 ultra vires the Bihar Electricity Duty Act,1948. The Company has also accounted for excess electricity duty paid of ? 1,055.99 lakhs pertaining to current year resulting in total receivable of ? 5,232.39 lakhs as at March 31,2026, from JBVNL and TSUISL.
(c) ? 4,204.84 lakhs being provision made on prudent basis, during year end March 31,2026 towards expected credit loss (ECL) on its trade receivables due to disruptions arising from the conflict in West Asia and tariffs imposed by the US Government having arisen due to factors beyond the Company's control and not expected to recur. The Company earns significant revenue from the export of goods to customers located in the United States and Europe. These customers have been adversely impacted by disruptions arising from the conflict in West Asia and such tariff measures.
(d) ? 10,287.33 lakhs for the year ended March 31,2025 represents net gain on sale of investments in a subsidiary. During the year ended March 31,2025, the Board of Directors of the Company had approved disinvestment of 100% equity stake held in Globe All India Services Limited, a subsidiary company to Yatra Online Limited for an aggregate consideration of ? 12,800.00 lakhs
52. During the annual physical verification for the Financial Year ended March 31, 2025, certain material discrepancies were noted, between book and physical stocks of Work-In-Progress (WIP). The Company appointed Independent External Agencies to perform a joint fact-finding study for ascertaining the reasons thereof for such discrepancies. The Interim Joint Fact-Finding Report confirmed that certain erroneous entries / non- recording of rejections at plant resulted in overstatement of WIP / raw material / scrap inventory in the Financial Year ended March 31,2025 and previous Financial Year ended March 31,2024.
In the current year, the Independent External Agencies completed the joint fact finding study, and noted that (a) there are no further discrepancies identified beyond those which were accounted for at March 31,2025, and (b) the discrepancies identified up to the date of the interim report were not the result of any fraud, but due to errors in accounting or process gaps. Accordingly, no additional adjustments are required in the financial statements for the year ended March 31,2026
53. Other Statutory Information
(i) The Company does not have any Benami property, where any proceeding has been initiated or pending against the Company for holding any Benami property.
(ii) The Company does not have any transactions with companies struck off.
(iii) The Company does not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory period.
(iv) The Company has not traded or invested in Crypto currency or Virtual Currency during the financial year.
(v) The Company has not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding that the Intermediary shall:
(a) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the company (Ultimate Beneficiaries) or
(b) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries
(vi) The Company has not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) with the understanding (whether recorded in writing or otherwise) that the Company shall:
(a) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (Ultimate Beneficiaries) or
(b) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries,
(vii) The Company do not has 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
(viii) The Company has not been declared as wilful defaulter by any bank or financial institution or other lender.
(ix) The Company has complied with the number of layers prescribed under clause (87) of section 2 of the Act read with Companies(Restriction in number of Layers) Rules, 2017.
(x) No fraud/material fraud by the Company or no fraud/ material fraud on the Company has been noticed or reported and no whistle blower complaints received, during the year ended March 31,2026 and March 31,2025.
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