3.12 Provisions and contingencies
Provisions are recognized when the Company has a present obligation (legal or constructive) as a result of a past event, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation.
If the effect of the time value of money is material, provisions are discounted using a current pre-tax rate that reflects, when appropriate, the risks specific to the liability. When discounting is used, the increase in the provision due to the passage of time is recognized as a finance cost.
Disclosure for contingent liabilities is made when there is a possible obligation arising from past events, the existence of which will be confirmed only by the occurrence or non¬ occurrence of one or more uncertain future events not wholly within the control of the Company or a present obligation that arises from past events where it is either not probable that an outflow of resources embodying economic benefits will be required to settle or a reliable estimate of the amount cannot be made.
3.13 Inventories
Raw materials, work-in-progress and finished products are valued at lower of cost and net realizable value after providing for obsolescence and other losses, where considered necessary. Cost includes purchase price, non¬ refundable taxes and duties and other directly attributable costs incurred in bringing the goods to the point of sale. Work-in- progress and finished goods include appropriate proportion of overheads.
Stores and spares and consumables are valued at cost
comprising of purchase price, non-refundable taxes and duties and other directly attributable costs after providing for obsolescence and other losses, where considered necessary.
3.14 Cash and short-term deposits
Cash and short-term deposits in the statement of financial position comprise cash at banks and on hand and short-term highly liquid deposits with a maturity of three months or less, that are readily convertible to a known amount of cash and subject to an insignificant risk of changes in value.
For the purpose of the statement of cash flows, cash and cash equivalents consist of cash and short-term deposits, as defined above.
3.15 Employee benefits Short-term employee benefits
Liabilities for short-term employee benefits that are expected to be settled wholly within 12 months after the end of the period in which the employees render the related service are recognized in respect of employees’ services up to the end of the reporting period and are measured at the amounts expected to be paid when the liabilities are settled. The liabilities are presented as current employee related liabilities under other financial liabilities in balance sheet.
Post - employment benefits
The liability or asset recognized in the Balance Sheet in respect of defined benefit plans is the present value of the defined benefit obligation at the end of the reporting period less the fair value of plan assets. The defined benefit obligation is calculated annually at year end by actuaries using the projected unit credit method.
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 obligation.
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 ‘Employee Benefits Expense’ in the Statement of Profit and Loss.
Remeasurement gains and losses arising from experience adjustments and changes in actuarial assumptions are recognized in the period in which they occur, directly in other comprehensive income. These are included in the Statement of Changes in Equity and in the Balance Sheet.
Changes in the present value of the defined benefit obligations resulting from plan amendments or curtailments are recognized immediately in profit or loss as past service cost.
Defined contribution plan
The Company pays provident fund contributions to publicly administered provident fund as per local regulations. The Company has no further payment obligations once the contributions have been paid. The contributions are accounted for as defined contribution plans and the contributions are recognized as employee benefit expense when they are due. Prepaid contributions are recognized as an asset to the extent that a cash refund or a reduction in the future payments is available.
3.16 Earnings per share
(i) Basic earnings per share
Basic earnings per share is calculated by dividing:
• the profit attributable to owners of the Parent
• by the weighted average number of equity shares outstanding during the financial year
(ii) Diluted earnings per share
Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to take into account:
• the after income tax effect of interest and other financing costs associated with dilutive potential equity shares, and
• the weighted average number of additional equity shares that would have been outstanding assuming the conversion of all dilutive potential equity shares.
3.17 Contributed equity
Equity shares are classified as equity. Incremental cost directly attributable to the issue of new shares or options are shown in equity as reduction, net of tax from the proceeds.
3.18 Cash dividend
The Company recognizes a liability to pay a dividend when the distribution is authorized, and the distribution is no longer at the discretion of the Company. As per the corporate laws of India, a distribution is authorized when it is approved by the shareholders. A corresponding amount is recognized directly in equity.
3.19 Segment reporting
Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision maker ('CODM').
The CODM is responsible for allocating resources and assessing performance of the operating segments and has been identified as the Board of Directors of the Parent.
(d) Rights, preferences and restrictions attached to shares Equity shares
The Company has one class of equity shares having a par value of INR 5.00 per share. Each shareholder is entitled for one vote per share held. The dividend proposed by the board of directors is subject to the approval of the shareholders in the ensuing annual general meeting, except in case of interim dividend. In the event of liquidation, the equity shareholders are entitled to receive the remaining assets of the Company after distribution of all preferential amounts, in proportion to the number of equity shares held by the shareholders.
*The company completed an initial public offer (IPO) of 2,08,33,332 equity shares at the face value of INR 5 each at an issue price of INR 240/- per equity share. Comprising offer for sale of 1,04,16,666 shares by selling shareholder and a fresh issue of 1,04,16,666 shares aggregating INR 500 Mn. The equity shares of the company where listed on the Bombay stock exchange limited (BSE) and National Stock Exchange of India Lmited (NSE) on September 16, 2024.
(e) Equity share movement during the period of 5 years immediately preceeding the reporting date.
During the FY 2023-24 the company had issued bonus share in the ratio 1 : 1 to its existing equity shareholder vide their board resolution dated November 26, 2023 by way of capitalization of its security premium & general reserve
The Company has not bought back share during the last 5 years immediately preceeding March 31, 2025.
(iii) Long-term security deposits are repayable on closure of contracts i.e., repayable on demand and accordingly carrying amount reflect its fair values. The same can be categorized as Level 3 fair value.
(iv) Long-term borrowings carries both fixed and variable rate of interest. For variable interest rate borrowings, carrying amounts are considered to represent fair value of such borrowings. For fixed rate borrowings fair values have been determined using discounted cash flow approach using the current interest rates. The fair values of the borrowings can be categorized as Level 2 fair values.
Fair value hierarchy
This section explains the judgements and estimates made in determining the fair values of the financial instruments that are (a) recognized and measured at fair value and (b) measured at amortized 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.
(a) Level 1 - Quoted prices in an active market:
This level of hierarchy includes financial assets that are measured by reference to quoted prices (unadjusted) in active markets for identical assets or liabilities.
(b) Level 2 - Fair values determined using valuation techniques with observable inputs:
The fair value of financial instruments that are not traded in an active market is determined using valuation techniques which maximize 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.
(c) Level 3 - Fair values determined using valuation techniques with unobservable inputs:
This level of hierarchy includes financial assets and financial liabilities measured using inputs that are not based on observable market data (unobservable inputs). Fair values are determined in whole or in part, using a valuation model based on assumptions that are neither supported by prices from observable current market transactions in the same instrument nor are they based on available market data.
NOTE 37: CAPITAL MANAGEMENT Risk Management
The Company’s objectives when managing capital are to:
(a) Safeguard their ability to continue as a going concern, so that they can continue to provide returns for shareholders and benefits for other stakeholders, and
(b) Maintain an optimal capital structure to reduce the cost of capital.
The capital structure of the Company consists of debt, cash and cash equivalents and equity attributable to equity shareholders of the Company which comprises issued share capital and accumulated reserves disclosed in the Statement of Changes in Equity and debts appearing as part of the borrowings.
The capital structure of the Company is based on management’s judgement of the appropriate balance of key elements in order to meet its strategic and day-to-day needs. The Company manages its capital structure and makes adjustments in light of changes in economic conditions and the requirements of the financial covenants. The funding requirement is met through a mixture of equity, long term borrowings and short term borrowings.
NOTE 39: FINANCIAL RISK MANAGEMENT
In the course of its business, the Company is exposed primarily to fluctuations in interest rates, liquidity and credit risk, which may adversely impact the fair value of its financial instruments. In order to minimize any adverse effects on the financial performance of the Company, the Company has risk management policies as described below:
(a) Credit risk
Credit risk is the risk that counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. The Company is exposed to credit risk from its operating activities (primarily trade receivables) including deposits with banks and financial institutions, foreign exchange transactions, other financial instruments carried at amortized cost.
Financial instruments that are subject to credit risk and concentration thereof principally consist of trade receivables, cash and cash equivalents and other bank balances held by the Company. Trade receivables, cash and cash equivalents and other bank balances of the Company result in material concentration of credit risk.
The carrying value of financial assets represent the maximum credit risk. The maximum exposure to credit risk being the total carrying value of trade receivables, balances with bank, bank deposits, and other financial assets are as follows-
Trade receivables
Customer credit risk is managed by the Company through established policy and procedures and control relating to customer credit risk management. Trade receivables are non-interest bearing and are generally carrying 30 to 60 days credit terms. The Company has a detailed review mechanism of overdue customer receivables at various levels within the organization to ensure proper attention and focus for realization. The Company periodically assesses the financial reliability of customers, taking into account the financial condition, current economic trends and ageing of accounts receivable.
Financial assets are considered to be of good quality and there is no significant increase in credit risk.
c) Market Risk
Interest rate risk
Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Company’s exposure to the risk of changes in market interest rates relates primarily to the Company’s debt obligations with floating interest rates.
The Company’s fixed rate borrowings are carried at amortized cost. They are therefore not subject to interest rate risk, since neither the carrying amount nor the future cash flows will fluctuate because of a change in market interest rates.
The requirement for impairment is analyzed at each reporting date. The Company’ receivables turnover is quick and historically, there was no significant defaults on account of those customer in the past. Ind AS requires an entity to recognize in profit or loss, the amount of expected credit losses (or reversal) that is required to adjust the loss allowance at the reporting date to the amount that is required to be recognized in accordance with Ind AS 109, Financial Instruments. Expected credit losses are measured at an amount equal to the life time expected credit losses. The Company has used a practical expedient by computing the expected credit loss allowance for trade receivables based on a provision matrix. The provision matrix takes into account historical credit loss experience and adjusted for forward-looking information. The outstanding receivables are regularly monitored to minimize the credit risk.
The Company evaluates the concentration of risk with respect to trade receivables as low, as its customers are located in several jurisdictions and industries and operate in largely independent markets. Of the trade receivables balance, INR 1021.77 Mn in aggregate (INR 553.75 Mn as at March 31, 2024) is due from the Company’s customers individually representing more than 5% of the total trade receivables balance and accounted for approximately % 66.06% as at March 31, 2025, 49.81% as at March 31, 2024 of all the receivables outstanding.
Other financial instruments and bank deposits
Credit risk from balances with banks is managed by the Company’s finance department in accordance with the Company’s policy. Counterparty credit limits are reviewed by the Parent Company’s Board of Directors on an annual basis, and may be updated throughout the year subject to approval of the Company’s Board of Directors. The limits are set to minimize the concentration of risks and therefore mitigate financial loss through counterparty’s potential failure to make payments.
Balances with banks and deposits are placed only with highly rated banks/financial institution.
(b) Liquidity risk
Liquidity risk is the risk that an entity will encounter difficulty in meeting obligations associated with financial liabilities that are settled by delivering cash or another financial asset.
Management monitors rolling forecasts of the Company’s liquidity position and cash and cash equivalents on the basis of expected cash flows. This is generally performed in accordance with practice and limits set by the Company.
Maturities of financial liabilities
The tables below analyse the Company’s financial liabilities into relevant maturity based on their contractual maturities.
The amounts disclosed in the table are the contractual undiscounted cash flows. Balances due within 12 months equal their carrying balances as the impact of discounting is not significant.
As per section 135(5) of the Companies Act, 2013, Inter alia, in every financial year, at least two per cent of the average net profits of the Company made during the three immediately preceding financial years, in pursuance of its Corporate Social Responsibility Policy. The Company has computed the CSR amount required to spend Financial Year 2023 - 2024 and Financial Year 2024 - 2025 and is in the process of identifying the necessary projects and approval.
NOTE 42: DETAILS OF BENAMI PROPERTY
There have been no proceedings initiated or pending against the Company for holding any benami property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and the rules made thereunder.
NOTE 43: TITLE DEED OF IMMOVABLE PROPERTY NOT HELD IN THE NAME OF THE COMPANY
The title deed of the immovable properties (other than properties where company is the lessee and the lease agreement are duly executed in favour of leasee), to the financial statements, are held in the name of the Company.
NOTE 44: STRUCK OFF COMPANIES
The Company does not have any transactions with struck off companies under section 248 of the Companies Act 2013 or section 560 of the Companies Act 1956.
NOTE 45: SEGMENT DISCLOSURES
The Company is engaged in manufacturing of critical components for commercial vehicles and Tractors. The performance of the Company is assessed and reviewed by the Chief Operating Decision Maker (CODM) as a single operating segment and accordingly logistics and allied services is the only operating segment.
The Company is domiciled in India, and also provides services in India. The amount of its revenue from external customers split by location of the customers is shown in the table below.
NOTE 46: WILFUL DEFAULTER
The company is not declared wilful defaulter by any bank or financial institution or other lender in accordance with the guidelines on wilful defaulters issued by the Reserve Bank of India.
NOTE 47: REGISTRATION OF CHARGES
There are no charges or satisfaction which are yet to be registered with Registrar of Companies beyond the statutory period.
NOTE 48: UNDISCLOSED INCOME
There is no income surrendered or disclosed as income during the current or previous year in the tax assessments under Income Tax Act, 1961 that has not been recorded in the books of accounts.
NOTE 49: COMPLIANCE WITH APPROVAL SCHEME AND ARRANGEMENT
The Company has not entered into any scheme of arrangement which has an accounting impact on current or previous financial year.
NOTE 50: UTILIZATION OF BORROWINGS AVAILED FROM BANKS AND FINANCIAL INSTITUTIONS
The Company has used the borrowings from banks and financial institutions for the specific purpose for which it was taken during the current or previous financial year.
NOTE 55: COMPLIANCE WITH NUMBER OF LAYERS OF COMPANIES
The Company doesn’t have any downstream subsidiary Companies hence complied with the number of layers prescribed under clause (87) of section 2 of the Act read with the Companies (Restriction on number of Layers) Rules, 2017 is not applicable.
NOTE 56:
The Code on Wages, 2019 and Code of Social Security, 2020 (“the Codes”) relating to employee compensation and post-employment benefits had received Presidential assent but the related rules thereof for quantifying the financial impact have not been notified. The Company will assess the impact of the Codes when the rules are notified and will record any related impact in the period the Codes become effective.
NOTE 57:
The dividend paid by the Company is based on the profit available for distribution as reported in the financial statement. The company had not declared or paid any dividend during the year, therefore compliance with section 123 of the Companies Act, 2013 is not applicable.
NOTE 58: IMPACT OF THE COVID-19
The Company has considered internal and external sources of information up to the date of approval of these financial statements in evaluating the possible effects that may result from the pandemic relating to COVID-19 on the carrying amounts of trade receivables. The Company has applied prudence in arriving at the estimates and assumptions. The Company is confident about the recoverability of these assets.
NOTE 59: RECLASSIFICATION
Previous year figures have been regrouped/ rearranged/ reclassified wherever necessary. Further, there are no material regrouping/ reclassifications during the year.
NOTE 60: UTILIZATION OF BORROWED FUND OR SHARE PREMIUM
No funds have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the Company to or in any other person(s) or entity(ies), including foreign entities (“Intermediaries”), with the understanding, whether recorded in writing or otherwise, that the Intermediary shall, whether, 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 provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries. No funds have been received by the Company from any person(s) or entity(ies), including foreign entities (“Funding Parties”), with the understanding, whether recorded in writing or otherwise, that the Company shall, whether, 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 provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
NOTE 61: LOAN AND ADVANCE TO SPECIFIED PERSON
There are no loans and advances which are given to specified person as defined in Companies Act 2013.
NOTE 62: DETAILS OF CRYPTO CURRENCY OR VIRTUAL CURRENCY
The Company has not traded or invested in Crypto currency or Virtual Currency during the current and previous financial year.
NOTE 63: VALUATION OF PP&E, RIGHT-OF-USE ASSETS, INTANGIBLE ASSET AND INVESTMENT PROPERTY
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 financial year.
NOTE 64: APPROVAL OF FINANCIAL STATEMENTS
The financial statements has been approved for issue by the resolution of the board of directors dated May 16, 2025 As per our report of even date attached
For S K Naredi & Co. For and on behalf of the Board of Directors
Chartered Accountants KROSS LIMITED
ICAI Firm Regn Number : 003333C CIN : L29100JH1991PLC004465
Rahul Naredi Sudhir Rai Anita Rai
Partner Chairman & Managing Director Whole Time Director
M No: 302632 DIN: 00512423 DIN: 00513329
Kunal Rai Debolina Karmakar
Jamshedpur, India Whole Time Director & CFO Company Secretary
May 16, 2025 DIN: 06863533 M No: ACS62738
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