(r) Provisions, contingent liabilities and contingent assets
The Company estimates the provisions that have present obligations as a result of past events and it is probable that outflow of resources will be required to settle the obligations. These provisions are reviewed at the end of each reporting period and are adjusted to reflect the current best estimates. The timing of recognition requires application ofjudgement to existing facts and circumstances which may be subject to change.
Provisions are determined by discounting the expected future cash flows at a pre-tax rate that reflects current market assessments of the time value of money and the risks specific to the liability. The unwinding of the discount is recognised as finance cost.
Contingent liability is a possible obligation arising from past events and whose existence will be confirmed only by the occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the entity or a present obligation that arises from past events but is not recognized because it is not probable that an outflow of resources embodying economic benefits will be required to settle the obligation or the amount of the obligation cannot be measured with sufficient reliability. The Company does not recognize a contingent liability but discloses its existence in the standalone financial statements.
Contingent asset is not recognised in standalone financial statements since this may result in the recognition of income that may never be realised. However, when the realisation of income is virtually certain, then the related asset is not a contingent asset and is recognized
Contingent liabilities and contingent assets are reviewed at each Balance Sheet date.
Onerous contracts
A provision for onerous contracts is measured at the present value of the lower of the expected cost of terminating the contract and the expected net cost of continuing with the contract, which is determined based on the incremental costs of fulfilling the obligation under the contract and an allocation of other costs directly related to fulfilling the contract.
(s) Earnings per share
Basic earning per share is computed by dividing net profit after tax (excluding other comprehensive income) by the weighted average number of equity shares outstanding during the year.
Diluted earning per share is computed by dividing net profit after tax (excluding other comprehensive income) as adjusted for dividend, interest and other charges to expense or income relating to the dilutive potential equity shares, by the weighted average number of shares considered for deriving basic earning per share and the weighted average number of equity shares which could have been issued on conversion of all dilutive potential equity shares. Potential equity shares are deemed to be dilutive only if their conversion to equity shares would decrease the net profit per share.
(t) Share based payment
The Company has granted Equity settled share based payments to employees which are measured at fair value at grant date.
The expense is recorded for each separately vesting portion of the award as if the award was, in substance, multiple awards. The increase in equity recognised in connection with share based payment transaction is presented as a separate component in equity under “ESOP Outstanding”.
The amount recognised as an expense is adjusted to reflect the actual number of stock options that vest. For the option awards, grant date fair value is determined under the option-pricing model (Black-Scholes).
No expense is recognised for options that do not ultimately vest because non market performance and/ or service conditions have not been met.
The dilutive effect, if any of outstanding options is reflected as additional share dilution in the computation of diluted earnings per share.
(u) Provision for warranty
Warranty costs are provided based on a technical estimate of the costs required to be incurred for repairs, replacement, material cost, servicing on the basis of the past experience of the Company. It is expected that this expenditure will be incurred over the contractual warranty period.
(v) Research and development
Expenditure on research activities is recognised in profit or loss as incurred.
Capitalised development expenditure is an internally generated intangible asset. Development expenditure is capitalised as part of the cost of the resulting intangible asset only if the expenditure can be measured reliably, the product or process is technically and commercially feasible, future economic benefits are probable and the Company intends to and has sufficient resources to complete development and to use or sell the asset. Otherwise, it is recognised in profit or loss as incurred. Subsequent to initial recognition, development expenditure is measured at cost less accumulated amortisation and any accumulated impairment losses.
(w) Recent Pronouncements
The Ministry of Corporate Affairs has vide notification dated 7 May 2025 and 13 August 2025 , notified Companies (Indian Accounting Standards) Amendment Rules, 2025 which amends certain accounting standards, and are effective 1 April 2025.
This table lists the recent changes to the Accounting Standards that are required to be applied by an entity with an annual reporting period beginning on 1 April 2025.
Ind AS 21, The Effects of Changes in Foreign Exchange Rates
The amendment defines ‘exchangeability’, requiring entities to assess exchangeability at the measurement date for a specific purpose, and mandating that entities estimate a spot exchange rate when a currency is non¬ exchangeable.
Companies are now required to disclose:
a) nature and financial implications of the currency’s lack of exchangeability
b) spot exchange rates used and methods used to estimate them
c) risks associated with the inability to exchange the currency
d) affected transactions, assets, and liabilities
Ind AS 1, Presentation of Financial Statements
- A liability was earlier classified as current if the entity did not have an unconditional right to defer settlement for at least 12 months after the reporting date. Under the amendment, the requirement for the right to be unconditional has been removed. Instead, the entity must show that a substantive right to defer settlement exists at the reporting date.
- If a breach of a material covenant occurs on or before the reporting date but the lender agrees after the reporting date and before approval of the financial statements not to demand repayment, the liability is not classified as current, but the entity must provide Ind AS 107 breach disclosures.
- Companies must also disclose information about non-current liabilities subject to future covenants in the notes to the financial statements.
- The amendments to Ind AS 1 are applied retrospectively for annual periods beginning on or after 1 April 2025.
Ind AS 107 - Financial Instruments: Disclosures and Ind AS 7 - Statement of Cash Flows
- New disclosure requirements apply to supplier finance arrangements where:
9 A finance provider pays suppliers on behalf of the company.
9 The company pays on the same or a later date.
9 The company receives extended terms or suppliers receive early-payment benefits.
- Required disclosures include:
a. Terms and conditions of the arrangements.
b. At beginning and end of the reporting period:
i. Carrying amounts and balance-sheet line items of liabilities under these arrangements.
ii. Liabilities already paid to suppliers by finance providers.
iii. Payment-due-date ranges for these liabilities and comparable trade payables.
c. Type and effect of non-cash changes (e.g., exchange differences, business combinations).
- Entities must also disclose the type and effect of non-cash changes in the carrying amounts of the financial liabilities that are part of a supplier finance arrangement.
- Supplier finance arrangements are now explicitly included in Ind AS 107 as examples for quantitative liquidity risk disclosures.
(X) Standards issued but not yet effective
Ind AS 1 - Presentation of Financial Statements
If a covenant breach occurs on or before the reporting date and the liability becomes payable on demand, it must be classified as current, even if the lender subsequently agrees not to demand repayment. It is classified as current because, at the reporting date, the entity does not have the right to defer settlement for at least 12 months. However, if the lender has already provided — by the reporting date — a grace period extending at least 12 months beyond that date, during which the breach can be rectified and repayment cannot be demanded, the liability is classified as non-current. The Company has no impact of these amendments in its classification criteria of current and non-current liabilities.
This amendment is to be applied retrospectively for annual reporting periods beginning on or after 1 April 2026, in accordance with Ind AS 8, Accounting Policies, Changes in Accounting Estimates and Errors.
Notes:-
(a) Includes:
(i) Rs. 0.01 lakh (31 March 2025: Rs. 0.01 lakh) being the aggregate value of shares in Co-operative housing societies.
(ii) Rs. 4 lakhs (31 March 2025: Rs. 4 lakhs) for tenements in an association of apartment owners.
(b) During the Current year:
(i) Buildings having gross carrying amount of Rs. 169 lakhs and accumulated depreciation of Rs 81 lakh have been transferred to “Investment Properties” as the Company has stopped business activities from the office and leased out the premises.
(c) The Company has pledged certain assets against borrowing limits (refer note 53 for details).
(d) The vehicles are hypothecated against the vehicle loans. Refer note 21 for further details.
(e) The title deeds of all immoveable properties (other than properties where the Company is the lessee and lease
arrangements are duly exercised in favour of the lessee) are held in the name of the Company except as below:
(c) The Company has no restrictions on the reliability of its investment properties and no contractual obligations to purchase, construct or develop investment properties or for repairs, maintenance and enhancements.
(d) Building having gross carrying amount of Rs. 169 lakhs and accumulated depreciation of Rs 81 lakh has been transferred to “Investment Properties” as the Company has stopped business activities from the office and leased out the premises.
(e) Investment property comprises a number of Freehold land and Buildings that are leased to third parties. Each of the leases have agreement period upto 15 years with lock in period of 12 months or less. Subsequent renewals are negotiated with the lessee. Further information about these leases is included in Note 44.
“# Inventory write downs/provision for impairment are accounted, considering the nature of inventory, ageing, and net realisable value. Write-downs/Provision for impairment of inventories to net realisable value amounted to Rs. 874 lakhs (31 March 2025: Rs. 443 lakhs). These write down/provision for impairment were recognised as an expense during the year and included in the ‘Changes in inventories of finished goods, work-in-progress, stock-in-trade and right to recover returned goods’ in the Standalone Statement of Profit and Loss. The above inventories have been reduced by 876 lakhs (31 March 2025: Rs. 373 lakh) as a result of written down/Provision for impairment of inventories to net realisable value.
The writen down related to raw material is accounted in cost of material consumed, whereas writen down related to finished goods, work in progress, stock in trade are accounted in changes in inventories of finished goods, work-in¬ progress, stock-in-trade and right to recover returned goods.
*Certain imported inventory amounting to Rs. 336 lakhs , which has been detained by the Bureau of Indian Standards (BIS). The Company had filed an application with the Bureau of Indian Standards (BIS) Authorities for compounding of an alleged Offence under Section 33 of the BIS Act, 2016 on 05 May 2023. The Company received an order dated 15 June 2023 allowing the Compounding application, subject to payment of compounding amount of INR 3,643 lakhs under the BIS Act, 2016 and BIS Rules, 2018. As the Compounding amount was unfair, arbitrary and unreasonable, the Company had filed a Writ Petition in the Hon’ble Bombay High Court. The matter was heard by the Hon’ble Bombay High Court and was remanded back to the Appellate Authority of BIS for fresh re-assessment. Refer note 41 for further details. Provision for impairment of inventory includes provision towards such detained inventories of Rs. 336 lakhs.
Refer note 53 for details on Inventory pledged as security against borrowings of the Company.
The above includes goods in transit as under:
Notes:
(a) Secured by letter of credit issued by customers through their respective banks in favour of the Company.
(b) Refer note 50(A) for information on credit risk and details regarding past dues receivables and, movement in allowance for credit impairment.
(c) No amount is due by directors or other officers of the company or any of them either severally or jointly with any other person or debts due by firms or private companies respectively in which any director is a partner or a director or a member except as disclosed in note no. 47.
(d) Refer note 53, for details on trade receivables pledged as security against the borrowings of the Company.
(e) No expense was recognised during current year ( 31 March 2025 : Nil ) in respect of bad debt due from related parties.
(f) For trade receivables, the Company applies a simplified approach in calculating Expected Credit Loss (ECL). Therefore, the Company does not track changes in credit risk, but instead recognises a loss allowance based on lifetime ECLs at each reporting date. The Company has established a provision matrix that is based on its historical credit loss experience, adjusted for forward-looking factors specific to the debtors and the economic environment. Further, individual credit risk assessment is also undertaken by the Company to identify significant increase in credit risk or is credit impaired. Basis such individual credit risk assessment, a Company also provides for a loss allowance.
During the year, with a view to refining the presentation of “Bank balances other than cash and cash equivalents”, the Company has reclassed interest accrued but not due on fixed deposits from “Other financial assets (Current)” in Note 18 to “Bank balances other than cash and cash equivalents” in above note. The Company has not reclassified comparative figures of interest accrued but not due on fixed deposits “Other financial assets (Current)” amounting to Rs 165 lakhs as these are not considered material.
Note:
(a) There are no amounts due and outstanding to be credited to the Investor Education and Protection Fund as at 31 March 2026 and 31 March 2025.
(b) There are restrictions in the balances in Unpaid Dividend and share accounts.
Note 20 b- Rights, preferences and restrictions
The Company has only one class of shares referred to as equity shares having a par (face) value of Rs. 10 per share. Each and every shareholder is eligible for one vote per share held. 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 equity shareholders will be entitled to receive the remaining assets of the Company, after distribution of all the preferential amounts, in proportion to their shareholding.
Vehicle Loan taken for 2 vehicles from Bank of Baroda will be matured by December 2028 and carries floating rate of interest based on RBI Repo rate plus Credit risk premium. These are repayable monthly based on EMI.
Vehicle Loan taken for 1 vehicle from Mercedes-Benz Financial Services will be matured by June 2027 and carries rate of interest of 8.57%. These are repayable monthly based on EMI and final payment being bullet payment.
The above loans are hypothecated against the vehicles having a gross block of Rs. 216 lakhs (31 March, 2025 : 216 lakhs) and written-down value of Rs. 64 lakh as at 31 March, 2026 (31 March, 2025 : 96 lakhs).
During the year, with a view to refining the presentation of “Revenue from operations”, the Company has reclassed “Duty drawback and export incentive” from “Other income” in Note 32 to “Revenue from operations” in above note. The Company has not reclassified comparative figures of “Duty drawback and export incentive” from “Other income” amounting to Rs 308 lakhs as these are not considered material.
Note:
(a) Refer note 55 for information on Revenue from contracts with customers under Ind AS 115.
During the year, with a view to refining the presentation of “Other Income”, the Company has reclassed “Duty drawback and export incentive” from “Other income” in Note 32 to “Revenue from operations” in Note 31. The Company has not reclassified comparative figures of “Duty drawback and export incentive” from “Other income” amounting to Rs 308 lakhs as these are not considered material.
The Company’s lease asset primarily consist of Freehold land, Buildings and Plant and equipments (including computers) used in its operations. The Company has recognized right-of-use assets and lease liabilities amounting to Rs. 172 lakhs (31 March 2025: Rs. 64 lakhs) and Rs. 143 lakhs (31 March 2025: Rs. 64 lakhs) respectively. During the year ended March 31, 2026, the Company has recognized interest expense on lease amounting to Rs. 11 lakhs (31 March 2025: Rs. 11 lakhs) and depreciation on right-of-use assets amounting to Rs. 77 lakhs (31 March 2025: Rs. 97 lakhs).
The weighted average incremental borrowing rate applied to lease liabilities is 7.17% p.a. (31 March 2025: 8.10% p.a).
Notes:
(a) The depreciation expense on Right-of-use assets is included under “Depreciation and amortization expense” in the standalone statement of Profit and Loss.
(b) During the current year in Right-of-use assets and lease liabilities, there is addition of Rs 172 lakhs towards freehold land, buildings and computers.
(c) During the current year in lease liabilities, there is addition of Rs 144 lakhs towards buildings and computers.
(d) The accrued finance cost on lease liabilities is included under “Finance cost” in the standalone statement of Profit and Loss.
The Company has opted not to recognise lease liability for short term leases (leases of expected term of 12 months or less). The Company has taken short term leases with a lease term of 12 months or less and the aggregate amount of operating lease rent debited to standalone statement of profit and loss during the year is Rs. 570 lakhs (31 March 2025: Rs 460 lakhs). [Refer note 38]
The lease liabilities are secured by the related underlying assets. The undiscounted maturity analysis of lease liabilities is as follows:
Note 45- Rental income from investment properties
The investment properties are leased to tenants under operating leases. Lease income from operating leases where the Company is a lessor is recognised in income on a straight-line basis over the lease term. The aggregate amount of rent credited to standalone statement of profit and loss account during the year is Rs.182 lakhs (31 March 2025: Rs. 176 lakhs). [Refer note 32]
As per Indian Accounting Standard-19 ‘Employee Benefits’, the disclosure of Employee benefits as defined in the Standard are given below:
Brief description of the plans:
The Company has various schemes for employee benefits such as provident fund, superannuation and gratuity. In case of funded schemes, the funds are administered through trustees/ appropriate authorities. The Company’s defined contribution plans are superannuation, employees state insurance and provident fund as the Company has no further obligation beyond making the contributions. The Company’s defined benefit plans consists of gratuity only. The employees of the Company are entitled to compensated absences as per the Company’s policy.
III. Compensated absences
(i) An amount of Rs. 2 lakhs (31 March 2025: Rs 47 lakhs) has been recognised as an expense in the standalone statement of profit and loss account and included in “Salaries, wages and bonus” under Note 36 “Employee benefits expenses”.
(ii) An amount of Rs. 59 lakhs (31 March 2025: Rs Nil ) has been recognised as an exceptional items on account of past service cost pursuant to change in defination of wages due to new labour code. Refer note 57 for further details.
(iii) Balance sheet reconciliation
Risk Exposure - Asset Volatility
The plan is of a final salary defined benefit in nature which is sponsored by the Company and hence it underwrites all the risks pertaining to the plan. In particular, there is a risk for the Company that any adverse salary growth or demographic experience or inadequate returns on underlying plan assets can result in an increase in cost of providing these benefits to employees in future. Since the benefits are lump sum in nature the plan is not subject to any longevity risks.
Notes:
1 The transactions with related parties are made on terms equivalent to those that prevail in arm’s length transactions.
2 Terms and conditions of outstanding balances with related parties:
Trade Receivables:
Trade receivables outstanding balances are unsecured, interest free and require settlement in cash. No guarantee or other security has been received against these receivables. The amounts are recoverable within 30 days to 45 days from the reporting date (31 March 2025: 30 days to 45 days from the reporting date). For the year ended 31 March 2026, the entity has not recorded any impairment on receivables due from related parties (31 March 2025: Nil)
Trade Payables:
Trade payables outstanding balances are unsecured, interest free and require settlement in cash. No guarantee or other security has been given against these payables. The amounts are payable within 45 days from the reporting date (31 March 2025: 45 days from the reporting date).
Inter-Corporate Deposit:
Inter-Corporate Deposit outstanding are unsecured, carries 9% interest and require settlement in cash. The ICD has been given to enable subsidiary carry out the general business operations. The amounts are repayable on demand. The Company has recognised provision for diminition in value of ICD amounting to Rs. 556 lakhs for the year ended March 31, 2026 (March 31, 2025: Rs 1,446 lakhs).
Investment in subsidiary company in India:
Investment in subsidiary company in India includes 100% equity investment made in wholly owned subsidiary (3D Future Technologies Private Limited). The investment has been made to expand business opportunity in the 3D Printing Dental Health Care Market in India. The said amount has been fully impaired in the previous year.”
Other payable:
Other payable includes director commission payable to independent directors, chairperson and whole time directors (executive and non-executive) calculated as per section 197 of the Companies Act, 2013. This will require settlement in cash.
Rent deposit payable:
Rent deposit payable includes rental deposit received for investment properties given on lease. These are interest free deposit and require settlement in cash at the expiry of the agreement.
Note 48 - Segment reporting
The Company’s chief operating decision maker (CODM) examines the Company’s performance and has identified two reportable segments of its business:
(i) Welding
(ii) Flares & Process Equipment
The above operating segments have been identified considering:
(i) The internal financial reporting systems
(ii) The nature of the products/ process
(iii) The organisation structure as well as differential risks and returns of these segments.
Revenue and expenses have been accounted on the basis of their relationship to the operating activities of the segment. Expenses, which related to the Company as a whole and are not allocable to segments on a reasonable basis, have been included under “Unallocable Income” and “Unallocable Expenses” respectively. Assets and Liabilities, which related to the enterprise as a whole and are not allocable to segments on a reasonable basis, have been included under “Unallocable Assets / Liabilities”. Inter-segment transfers are accounted for at competitive market prices charged to unaffiliated customers for similar goods.
C) Other disclosures
1. The Company is currently focused on TWO business segments : Welding and Flares & Process Equipment. The Company’s organisational structure and governance processes are designed to support effective management of multiple businesses while retaining focus on each one of them.
2. The Segment revenue, results, assets and liabilities include the respective amounts identifiable to each of the segment and amounts allocated on a reasonable basis.
3. As a result of the Chief Operating Decision Maker’s review mechanism, the Company has reorganized its segment reporting for the year ended 31 March, 2026 as below:
- Segment “Welding” is combination of erstwhile segment “Products” and “Maintenance & Reclamation
(M&R)”.
- Segment “Services” has been renamed as “Flares & Process Equipment”.
Prior year’s / periods amounts have been restated to align with the above changes.
4. No single external customer represents 10% or more of the Company’s revenue from operations for the year ended 31 March 2026 and 31 March 2025.
Note 49 - Fair value measurements
The following table shows the carrying amounts and fair values of financial assets and financial liabilities, including their levels in the fair value hierarchy. It does not include fair value information for financial assets and financial liabilities not measured at fair value if the carrying amount is a reasonable approximation of fair value.
I. Fair value hierarchy
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. This section explains the judgments and estimates made in determining the fair values of the financial instruments that are
(a) recognised and measured at fair value and,
(b) measured at amortised cost and for which fair values are disclosed in the financial statements.
To provide an indication about the reliability of the inputs used in determining fair value, the Company has classified its financial instruments into the three levels prescribed under the accounting standard. An explanation of each level follows underneath the table.
Level 1: Level 1 hierarchy includes financial instruments measured using quoted prices. For example, listed equity instruments that have quoted market price.
Level 2: The fair value of financial instruments that are not traded in an active market (for example, traded bonds, over-the- counter derivatives) is determined using valuation techniques which maximise the use of observable market data and rely as little as possible on entity-specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is included in level 2.
Level 3: If one or more of the significant inputs are not based on observable market data, the instrument is included in level 3. This is the case for unlisted equity securities, contingent consideration and indemnification asset included in level 3.
II. Valuation techniques used to determine fair value
Significant valuation techniques used to value financial instruments include:
The fair values for Security deposits, loan to employees and deposits are based on discounted cash flows using a discount rate determined considering the borrowing rate charged by the bank on the loan facility availed.
Note 50- Financial risk management
The company is exposed primarily to credit quality, fluctuations in foreign currency exchange rates and liquidity management which may adversely impact the fair value of its financial assets and liabilities. The Company has a risk management policy which covers risk associated with the financial assets and liabilities. The risk management policy is approved by the Board of Directors. The focus of the management is to assess the unpredictability of the financial environment and to mitigate potential adverse effect on the financial performance of the Company. The Company’s principal financial assets include loans, investments, trade and other receivables, and cash and cash equivalents that derive directly from its operations. The Company also holds investments in mutual funds and bonds.
A) Credit risk
Credit risk is the risk of financial loss arising from counterparty failure to repay or service debt according to the contractual terms and obligations. Credit risk encompasses of both, the direct risk of default and the risk of deterioration of creditworthiness as well as concentration of risks. Credit risk is controlled by analysing credit limits and credit worthiness of the customer on continuous basis to whom the credit has been granted after obtaining necessary approvals for credit. The financial instruments that are subject to concentration of credit risk principally consist of trade receivables, loans, cash and bank balances and bank deposits.
To manage credit risk, the Company follows a policy of advance payment or credit period upto 30 to 120 days to customers based on their credit profile. In case of foreign receivables, majority of the sales are made either against advance payments or by way of letter of credit. The credit limit policy is
established considering the current economic trends of the industry in which the company is operating. Also, the trade receivables are monitored on a periodic basis for assessing any significant risk of non-recoverability of dues and provision for credit impairment is recognised accordingly.
Bank balances are held with only high rated banks and majority of other security deposits are placed majorly with government agencies.
a. Trade receivables
Customer credit risk is managed in accordance with the Company’s established policies, procedures, and controls.
An impairment analysis is conducted at each reporting date using a provision matrix based on the transaction date to measure expected credit losses. This calculation incorporates probability-weighted outcomes and considers reasonable and supportable information available at the reporting date, including historical data, current conditions, and forecasts of future economic circumstances. The maximum exposure to credit risk at the reporting date corresponds to the carrying value of each class of financial assets. The Company assesses the concentration of credit risk related to trade receivables as low, given that its customer base is diversified across multiple industries and geographics, with customers operating in largely independent markets.
b. Other Financial assets
Cash and cash equivalents and other bank balances
The Company held cash and cash equivalents and other bank balances of INR 9,239 lakhs at 31 March 2026 (31 March 2025: INR 6,688 lakhs). The cash and cash equivalents and other bank balances are held with bank and financial institution.
Impairment on cash and cash equivalents and other bank balances has been measured on a 12- month expected loss basis and reflects the short maturities of the exposures. The Company considers that its cash and cash equivalents have low credit risk based on the external credit ratings of the counterparties. The Company uses a similar approach for assessment of ECLs for cash and cash equivalents to those used for debt securities.
The amount of impairment allowance at 31 March 2026 is Nil (31 March 2025: Nil).
Loans/ICD
All of the Company’s loans at amortised cost are considered to have low credit risk (except as mentioned below), and the loss allowance, if any, is limited to 12 months’ expected losses. Management considers instruments to be low credit risk when they have a low risk of default and the borrower has a strong capacity to meet its contractual cash flow obligations in the near term.
The ICD given to wholly owned subsidiary has been fully impaired given the recurring business losses of subsidiary. Refer Note 57 for further details.
Investment in Mutual Funds, Non-convertible debentures/bonds/government securities
The Company limits its exposure to credit risk by generally investing in liquid securities and Non-Convertible Debentures/bonds/government securities only with counterparties that have a good credit rating. The Company does not expect any losses from non-performance by these counter parties.
Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Company’s approach to managing liquidity is to ensure, as far as possible, that it will have sufficient liquidity to meet its liabilities when they are due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Company’s reputation
The Company has obtained fund and non-fund based working capital lines from various banks. The Company invests its surplus funds in bank fixed deposit and liquid and large cap schemes of mutual funds and non-convertible debentures which carry no/low mark to market risks.
Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises three types of risk: Foreign currency risk, interest rate risk and price risk. The company’s exposure to market risk is primarily on account of foreign currency risk and price risk.
(i) Foreign currency risk
The Company is exposed to foreign exchange risk on their receivables, payables and bank balances which are held in USD, AED, KWD, CNY and EUR. The fluctuation in the exchange rate of INR relative to USD, AED, KWD, CNY and EUR may have a material impact on the Company’s assets and liabilities.
In respect of the foreign currency transactions, the Company believes some of the exposures which is kept open will be offsetted by the corresponding receivables and payables (in the nature of natural hedge). For the remaining unhedged net outstanding amount, the Company believes it will not have material impact on its financial performance/position.
The Company’s exposure to unhedged foreign currency risk at the end of reporting period are as under:
Sensitivity Analysis
Sensitivity Analysis for investment in equity share is measured at fair value is not applicable since the fair value and carring amount is Nil. Both in current year and previous year.
The following table demonstrates the sensitivity in USD, EUR, AED, CNY and KWD with all other variables held constant. The below impact on the Company’s profit before tax is based on changes in the fair value of unhedged foreign currency monetary assets and liabilities at balance sheet date:
(ii) Price Risk
The Company is exposed to price risk from its investment in mutual fund and bonds classified in the balance sheet at fair value through profit or loss. The financial instrument carrying price risk is INR 3,093 lakhs (March 31, 2025: 2,384 lakhs).
To manage its price risk arising from the investment, the Company has invested in the mutual funds and bonds after considering the risk and return profile of the said investments i.e. the debt profile of the investments indicates that the amount has been invested in creditworthy instruments and equity investment is made after considering the past performance record of the mutual fund.
Note 51 - Capital Management
The Company’s objectives when managing capital are to
• safeguard their ability to continue as a going concern, so that they can continue to provide returns to shareholders and benefits to other stakeholders, and
• maintain an optimal capital structure to reduce the cost of capital.
In order to maintain or adjust the capital structure, the Company may adjust the amount of dividends paid to shareholders. The Company monitors its capital by using gearing ratio, which is net debt divided by total equity. Net debt includes interest bearing loans, lease liabilities, interest payable net off cash and cash equivalents. Total equity comprises of Equity share capital, General reserve, Capital redemption reserve, Capital reserve and Retained earnings.
Note 54 - Revenue expenditure incurred during the year on research and development amounts to Rs. 911 lakhs (31 March 2025: Rs. 888 lakhs) (including depreciation Rs. 38 lakhs (31 March 2025: Rs. 34 lakhs) and capital expenditure thereof amounts to Rs. 25 lakhs (31 March 2025: Rs. 43 lakhs).
Note 55- Revenue from contracts with customers: Ind AS 115
The Company is engaged in providing welding Products Technologies and Services, maintenance & reclamation related products and services and customized solutions for multi-disciplinary projects and contracts related to refineries, oil and gas, petrochemicals, fertilizers, steel plants, pharma, water and other chemical process industries. Trade receivables are non-interest bearing and generally on payment terms of advance to 120 days of credit period.
The Company determines revenue recognition through the following steps:
1. Identification of the contract, or contracts, with a customer.
2. Identification of the performance obligations in the contract.
3. Determination of the transaction price.
4. Allocation of the transaction price to the performance obligations in the contract.
5. Recognition of revenue when, or as, we satisfy a performance obligation.
a) Disaggregated revenue information
The Company has two reportable segments of its business :
(i) Welding
(ii) Flares & Process Equipment
(ii) Significant changes in the contract assets and the contract liabilities balances during the year are as follows:
1. The significant changes in contract Assets includes contracts for which invoicing/provision has been done/ created during the year for an amount of Rs. Nil lakhs (31 March 2025: Rs. 77 lakhs). Further Rs. 77 lakhs was invoiced during the previous year.
2. The significant changes in contract liabilities includes customer and distributors advance during the year increased by Rs 89 lakhs (31 March 2025 increased by Rs. 57 lakhs ). This will be recognised as revenue which is expected to occur over the next one year.
3. The Company has recognised revenue from contract liabilities amounting to Rs. 620 lakhs (March 31,2025: Rs 563 lakhs).
Note 58- Corporate Social Responsibility :
The Company has formed a Corporate Social Responsibility (CSR) Committee as required under Section 135 of the Companies Act, 2013. The Company was required to spend Rs.217.16 lakhs (after setoff of Rs. 1.84 lakhs excess spent of previous year) as per Section 135(5). However, the Company has spent Rs. 219.89 lakhs on the activities mentioned in Schedule VII to the Companies Act, 2013. The Company had spent Rs. 2.73 lakh excess in the current financial year (FY 2025-26) and hence eligible for set off, against next financial year obligation.
Details of CSR spent during the financial year 2025-26:
Where the company covered under section 135 of the companies act, the following shall be disclosed with regard to CSR activities:
Note 59 - SHARE BASED PAYMENTS
A. Description of share-based payment arrangements
The Company has the following share-based payment arrangements:
Share option plans (equity-settled)
On July 15, 2025 the Company established share option plan (“Ador Employee Stock Option Plan 2025”) that entitle the employees to purchase shares in the Company. The plan was approved by the Board of Directors on May 6, 2025 and by Shareholders on July 15, 2025 for issuance of stock option to eligible employees of the Company. Under this plan, holders of vested options are entitled to purchase shares at face value (INR 10 per share). The number of options granted under plan will vest when either time based or time and performance based vesting condition are met (as per grant letter). Further, all the options granted have a vesting condition of 25% every year over a period of 4 years and have an exercise life of 3 years from the date of vesting.
Pursuant to the said plan, Stock options convertible into 29,500 equity shares each were granted to eligible employee at an exercise price of INR 10/- per option.
E. Expense recognised in standalone statement of profit & loss is INR 74 lakhs ( 31 March 2025: Nil)
Note 60 - Onerous cost and Liquidated Damages
During the financial year 2022-23, the Company (Flares & Process Equipment) commenced a turnkey project targeted for completion by June 2025. While the project has encountered certain delays due to a combination of operational and external challenges, the Company remains committed to its successful execution and is actively engaging with stakeholders to mitigate potential impacts.
In line with applicable accounting standards and guided by the principles of prudence, the Company has recognised a provision of Rs. 983 lakhs towards estimated cost overruns and Rs. 1,499 lakhs towards potential liquidated damages.
These provisions have been taken on a one-time basis to allow the management to focus on its core business. The Company continues to pursue all available measures to optimise project overrun costs and delivery timelines.
Note 61 - Impairment reversal on trade receivables
The Company had executed a project in Kuwait during FY 2020-21, the receivables from which were under litigation and accordingly provided for as doubtful. During the current year, the Company has recovered Rs. 1,412 lakhs from said doubtful receivables. Accordingly, the provision created in earlier year has been reversed.
Note 63 - The Company has registered all charges or satisfaction with Registrar of Companies during current year and previous year.
Note 64 - The Board has recommended a final dividend for the financial year 2025-26 @ Rs. 23 per share, i.e. 230% of the face value of Rs.10 each. It is not recognised as a liability as at 31 March 2026
Note 65-
(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 has not revalued its property, plant and equipment (including right-of-use assets) or intangible assets or both during the current or previous year.
(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 has not 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 borrowings from banks and financial institutions on the basis of security of current assets. The quarterly returns or statements of current assets filed by the Company with banks and financial institutions are in agreement with the books of accounts.
(ix) None of the entities in the Company have been declared wilful defaulter by any bank or financial institution or government or any government authority.
(x) The Company has complied with the number of layers prescribed under the Companies Act, 2013.
(xi) The Company has not entered into any scheme of arrangement which has an accounting impact on current financial year.
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