b) Terms and rights attached to the shares
Equity Share: The Company has only one class of equity shares having a par value of ' 10. They entitle the holder to participate in dividends and to share in the proceeds of winding up the Company in proportion to the number of and amounts paid on the shares held.
Every holder of equity shares present at a meeting in person or by proxy, is entitled to one vote, and upon a poll each share is entitled to one vote.
Nature and Purpose of Reserves:
Securities Premium
The amount received in excess of face value of equity shares is recognised in Securities Premium. The premium is to be utilised in accordance with the provisions of the Companies Act, 2013.
Capital Redemption Reserve
Capital Redemption Reserve represents amount set aside by the Company for future redemption of capital. The reserve is to be utilised in accordance with the provisions of the Companies Act, 2013.
Retained Earnings
Retained Earnings are the profits that the Company has earned till date less any transfers to General Reserve, Dividends or other distributions paid to shareholders. Retained Earnings includes Remeasurement gain / (loss) on net defined benefit plans (net of tax) that will not be reclassified to Profit and Loss. Retained earnings are free reserve available to the Company.
NOTE 24 - EMPLOYEE BENEFITS OBLIGATIONS
a) Compensated Absences
Accumulated compensated absences, which are expected to be availed or encashed within 12 months from the end of the year are treated as current employee benefits. The obligation towards the same is measured at the expected cost of accumulating compensated absences as the additional amount expected to be paid as a result of the unused entitlement as at the year end.
Accumulated compensated absences, which are expected to be availed or encashed beyond 12 months from March 31, 2024 are treated as non-current employee benefits. The Company's liability is actuarially determined (using the Projected Unit Credit method) by an independent actuary at the end of each year. Actuarial losses / gains are recognised in the Statement of Profit and Loss in the year in which they arise.
b) Post Employment Obligations
i) Provident fund - Defined contribution plan
The Company contributes to provident fund in India for employees at the rate of 12% of basic salary as per regulations. The contributions are made to the registered provident fund administered by the Government of India. The obligation of the Company is limited to the amount contributed and it has no further contractual nor any constructive obligation.
ii) Gratuity - Defined benefit plan
The Company provides for Gratuity to employees as per the Payment of Gratuity Act, 1972. Employees who are in continuous service for a period of 5 years (from the date of joining of Saint-Gobain Group) are eligible for gratuity. The amount of gratuity payable on retirement / termination is the employees last drawn basic salary per month computed proportionately for 15 days salary of staff and workers. The ceiling of 15 days for workers is only upto December 31, 2006 and 20 days thereafter for workers multiplied for the number of years of service subject to payment ceiling of ' 20 lakhs. The Company has a defined benefit gratuity plan in India (funded). The Company's defined benefit gratuity plan is a final salary plan for employees, which requires contributions to be made to a separately administered fund managed by Life Insurance Corporation of India. The fund is managed by Saint Gobain Sekurit India Limited Employee Group Gratuity Trust which is governed by the Board of Trustees. The Board of Trustees are responsible for the administration of the plan assets and for the definition of the investment strategy.
iii) Superannuation - Defined Contribution Plan
Certain employees of Saint-Gobain Sekurit India Limited are participants in a defined contribution plan. The Company has no further obligations to the Plan beyond its monthly contributions which are periodically contributed to a trust fund, the corpus of which is invested with the Life Insurance Corporation of India.
1. The amounts receivable from customers become due after expiry of credit period which on an average is in the range of 30-60 days. There is no significant financing component in any transaction with the customers.
2. The Company does not provide performance warranty for products, therefore there is no liability towards performance warranty.
3. The Company does not have any remaining performance obligation as contracts entered for sale of goods are for a shorter duration. There are no contracts for sale of services wherein performance obligation is unsatisfied to which transaction price has been allocated.
5. Disaggregation of revenue:
Refer Note 44 for disaggregated revenue information. The management determines that the segment information reported is sufficient to meet the disclosure objective with respect to disaggregation of revenue under Ind AS 115 Revenue from contract with customers.
1. The Company has made contribution to “The Akansha Foundation” and “K.C. Mahindra Education Trust” in the FY 2023-24 (“Saint-Gobain India Foundation” for FY 2022-23) towards its CSR Obligation as per above.
2. The Akanksha Foundation works in the education sector to provide holistic development especially to the underprivileged students. It works to empower children at Savitribai Phule English Medium School, Moshi.
3. K.C. Mahindra Education Trust works across the country to promote higher learning outcomes to the disadvantaged students. It support girl students in Pune with comprehensive education including after school academic support.
4. Saint Gobain India Foundation is a Section - 8 Company promoted by Saint- Gobain Group in India and is a related party as per Ind-AS 18. Its main objective is to provide education to under-privileged children and protecting the environment.
5. There are no unspent amount for CSR as on March 31, 2024 (March 31, 2023: Nil).
Fair value hierarchy
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.
Below is the explanation of each level:
Level 1: This hierarchy includes financial instruments measured using quoted prices. The Company does not have any financial asset in this measurement category.
Level 2: The fair value of financial instruments that are not traded in an active market (for example mutual funds, over-the counter derivatives) 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
Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in level 3. The Company has unlisted equity instrument in this measurement category.
During the year ending March 31, 2024 and March 31, 2023, there were no transfer between levels of fair value hierarchy.
Valuation techniques used to determine fair value
Specific valuation techniques used to value financial instruments include:
* the use of net asset value for mutual funds.
* the fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date.
* the discounted cash flow method under income approach using the projections for Equity instruments.
Financial assets and liabilities measured at Amortised cost:
The fair values of all financial instruments carried at amortised cost are not materially different from their carrying amounts since they are either short-term in nature or the interest rates applicable are equal to the current market rate of interest.
NOTE 42 - FINANCIAL RISK MANAGEMENT
The Company's activities expose it to market risk, liquidity risk and credit risk. In order to minimise any adverse effects on the financial performance of the Company, derivative financial instruments, such as foreign exchange forward contracts are entered to hedge certain foreign currency risk exposures. Derivatives are used exclusively for hedging purposes and not as trading or speculative instruments. This note explains the sources of risk which the entity is exposed to and how the entity manages the risk and the impact of hedge accounting in the financial statements.
A. Credit Risk
Credit risk is the risk of incurring a loss that may arise from a borrower or debtor failing to make required payments. Credit risk arises mainly from outstanding receivables from free market dealers, cash and cash equivalents, other bank balances, other financial assets, employee advances and security deposits. The Company manages and analyses the credit risk for each of its new clients before standard payment and delivery terms and conditions are offered.
The Company considers the probability of default upon recognition of asset and whether there has been a significant increase in credit risk on an ongoing basis throughout each reporting period. To assess whether there is a significant increase in credit risk the company compares the risk of a default occurring on the asset as at the reporting date with the risk of default as at the date of initial recognition. It considers available reasonable and supportive forward-looking information. Especially the following indicators are incorporated:
* Internal credit rating for free market dealers.
* External credit rating (as far as available for OEMs)
* Actual or expected significant adverse changes in business, financial or economic conditions that are expected to cause a significant change to the customer's ability to meet its obligations
* Actual or expected significant changes in the operating results of the customer
* Significant changes in the expected performance and behaviour of the customer, including changes in the payment status of customers
Macroeconomic information (such as regulatory changes, market interest rate or growth rates) is incorporated as part of the internal rating model.
Company has a history of limited write off of doubtful debts. Company on a monthly basis, reviews ageing of receivables and rigorous follow-up is performed by credit controller along with the help of key accounts manager. Quality/ breakage claims received from the customer are reviewed and approved by quality manager, accordingly credit memos are issued as per policy of the Company. At the end of every month credit memos raised during that month is also reviewed by Chief Financial Officer. Appropriate provision is made for each receivable based on review of supporting documents with credit controller. Any exception is justified and documented.
Credit risk on cash and cash equivalents is limited as company generally invests in deposits with banks and financial institutions with high credit ratings assigned by international and domestic credit rating agencies. Investments primarily include investment in liquid mutual fund units.
No significant changes in estimation techniques or assumptions were made during the reporting period
B. Liquidity risk
Liquidity risk is the risk that the Company may not be able to meet its present and future cash and collateral obligations without incurring unacceptable losses. The Company's objective is to, at all times maintain optimum levels of liquidity to meet its cash and collateral requirements.
Management monitors rolling forecasts of the Company's liquidity position and cash and cash equivalents on the basis of expected cash flows. The Company's liquidity management policy involves projecting cash flows and considering the level of liquid assets necessary to meet these, monitoring balance sheet liquidity ratios against internal requirements and maintaining debt financing plans.
a. Financing arrangements
The Company has access to bank overdraft facilities. These facilities may be drawn at any time and may be terminated by the bank without notice.
b. Maturities of financial liabilities
The tables below analyse the Company's financial liabilities into relevant maturity groupings based on their contractual maturities.
Foreign currency risk 1. Foreign currency exposure
Currency risk refers to the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in foreign exchange rates. The Company operates internationally and is exposed to foreign exchange risk arising from foreign currency sales and purchases, primarily with respect to EUR, USD, CHF and THB. Foreign exchange risk arises from future commercial transactions and recognised assets and liabilities denominated in a currency that is not the Company's functional currency (').
The risk is measured through a forecast of foreign currency sales and purchases for the Company's operations. The Company uses foreign exchange forward contracts to manage its exposure in foreign currency 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. Since the Company does not have any non-current borrowings, it is not exposed to cash flow interest rate risk.
Investment in Mutual Funds:
The Company's exposure to price risk arises from investments held by the Company and classified in the balance sheet as fair value through profit or loss. To manage its price risk arising from investments in mutual funds, the group diversifies its portfolio. Diversification of the portfolio is done in accordance with the limits set by the Company.
NOTE 43 - 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 for shareholders and benefits for other stakeholders, and
• Maintain an optimal capital structure to reduce the cost of capital.
Currently, operations are being funded majorly through internal accruals. The Company during the year has availed overdraft facility from Bank.
Bill Discounting Arrangement
On March 25, 2022, the Company had entered into a Bill discounting arrangement with Tata Motors Limited (“TML”) and TML's banker namely HDFC Bank Limited (“HDFC”) for sales made to TML for a period of five years unless terminated otherwise, wherein the company has received the monies due from sale to TML from HDFC under the recourse arrangement. The recourse is only to the extent of amount of such bills of exchange discounted by the company under the arrangement. The company does not have any rights to sell/assign/transfer these receivables as on March 31, 2024 and March 31, 2023.
With effect from February 28, 2024, the company has decided to terminate this arrangement and therefore no bills have been discounted post this date. The amount due as on March 31, 2024 include Bill discounted before February 28, 2024 which are yet to be paid by TML to HDFC Bank. The outstanding amount as on March 31, 2024 and March 31, 2023 is disclosed as Borrowings in accordance with Ind AS 107 “Financial Instruments: Disclosures”.
(ii) dividends not recognised at the end of the reporting period
The Board of Directors at their meeting held on May 13, 2024, have recommended a dividend of ' 2/- per equity share having a face value of ' 10/- each for the year ended March 31, 2024 amounting to ' 1,822.11 Lakhs, subject to the approval of shareholders at the ensuing Annual General Meeting.
note 44 - segment INFORMATION
The Company's Managing Director (MD) Mr. K.S. Gopalakrishnan identified as the Chief Operating Decision Maker, examines the Company's performance on an entity level. The Company has only one reportable segment i.e. 'Automotive Glass'.
The Company's revenue from external customer attributed to countries other than India are not material. The Company's noncurrent assets (other than financial instruments, deferred tax assets, post-employment benefit assets) in countries other than India are not material.
Revenue of approximately ' 8228.85 Lakhs (March 31, 2023: ' 4,622.25 Lakhs) are derived from few external customers which represents 10% or more of the total revenue for the year ended March 31, 2024 and March 31,2023.
NOTE 46 - CONTINGENT LIABILITIES
|
Particulars
|
As at
|
As at
|
|
March 31, 2024
|
March 31, 2023
|
Contingent Liabilities (to the extent not provided)
|
|
|
Claims against the Company not acknowledged as debt:
|
|
|
Sales tax matters
|
289.79
|
289.79
|
Excise matters
|
280.08
|
280.08
|
Other matters
|
1.70
|
1.70
|
Total
|
571.57
|
571.57
|
Note:
a) It is not practicable for the Company to estimate the closure of these issues and the consequential timings of cash flows, if any, in respect of the above.
b) The Company's pending litigations comprise proceedings pending with indirect tax authorities in respect of C Forms for sales tax matters and applicability and classification dispute for Excise matters. The Company has reviewed all its pending litigations and proceedings and has adequately provided for where provisions are required or disclosed as contingent liabilities where applicable.
c) The Company does not expect any reimbursements in respect of the above contingent liabilities.
NOTE 47 - COMMITMENTS
Capital Commitments
Particulars
|
As at
March 31,2024
|
As at
March 31, 2023
|
Estimated amount of contracts remaining to be executed on capital account and not provided for (net of advances)
Total
|
59.16
|
13.79
|
59.16
|
13.79
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For other commitments Refer Note 48
note 48 - disclosures AS REQuIRED uNDER IND AS 116
Company as a leasee
The Company's lease asset primarily consist of a warehouse located at Kuruli (Pune) and Pithampur (Madhya Pradesh). For warehouse located at Pithampur (Madhya Pradesh) lease term are short term i.e. for a period of less than one year, hence, the Company has elected to apply the recognition exemption as laid down in Ind AS 116.
NOTE 51 - Additional Disclosure
(a) The Company does not have any benami property held in its name. No Proceedings have been initiated on or are pending against the company for holding benami property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and Rules made thereunder.
(b) The Company has not been declared wilful defaulter by any bank or financial institution or other lender or government or any government authority.
(c) The Company has complied with the requirement with respect to number of layers as prescribed under section 2(87) of the Companies Act, 2013 read with the Companies (Restriction on number of Layers) Rules, 2017.
(d) 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 directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the group (Ultimate Beneficiaries) or provide any guarantee, security or the like to or on behalf of the ultimate beneficiaries.
(e) 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 group shall 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.
(f) There is no income surrendered or disclosed as income during the year in tax assessments under the Income-tax Act, 1961 (such as search or survey), that has not been recorded in the books of account.
(g) The Company has not traded or invested in crypto currency or virtual currency during the year.
(h) The Company does not have any charges or satisfaction of charges which is yet to be registered with Registrar of Companies beyond the statutory period.
(i) The Company does not have any transactions with companies struck off under section 248 of the Companies Act, 2013 or section 560 of Companies Act, 1956
(k) Maintenance of Books of Account and Back-Up
As per the MCA notification dated 05 August 2022, the Central Government has notified the Companies (Accounts) Fourth Amendment Rules, 2022. As per the amended rules, the Companies are required to maintain back-up on daily basis of books of account and other relevant books and papers maintained in electronic mode that should be accessible in India at all the time. Also, the Companies are required to create backup of books of account on servers physically located in India on a daily basis.
The books of account of the Company are maintained in electronic mode and these are readily accessible in India at all times. Currently, the Company is maintaining back-up of books of account on server physically located in India on daily basis.
Audit Trail
The Company has been maintaining its books of account in the SAP Avenir which has feature of recording audit trail of each and every transaction, creating an edit log of each change made in books of account along with the date when such changes were made and ensuring that the audit trail cannot be disabled, throughout the year as required by proviso to sub rule (1) of Rule 3 of The Companies (Accounts) Rules, 2014 known as the Companies (Accounts) Amendment Rules, 2021. However, the audit trail feature is not enabled for direct changes to data in the underlying database. There were no instance of audit trail feature being tampered with in respect of the accounting software.
The audit trail in respect of accounting software for maintenance of purchase records, journal entries, inventory and investments records, is not enabled for all the tables and fields for maintenance of books of account and relevant transactions.
Presently, privileged access to database of accounting softwares mentioned above continues to be restricted to limited set of users who necessarily require this access for maintenance and administration of the database.
NOTE 52 - SUBSEQUENT EVENTS
There are no subsequent events that would require adjustments or disclosure in the financial statements as on the balance sheet date.
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