*In accordance with terms of approval of Board of Directors at their meeting held on 07th November 2024, and subseuqetly as approved in the Extraordinary General Meeting of shareholders of the Company held on 12th October 2024, the Company has allotted 1,44,25,666 equity shares at a Price of Rs. 75/- per share to Promoter & Non-Promoter Group (including premium of Rs 74/- per share) on Preferential Basis to Promoter & Non-Promoter Group. Pursuant to this allotment, the Securities Premium stands increased by Rs. 10,674.99 Lakhs. The proceeds from Preferential issue have been utilised for the intended purposes as mentioned in the Notice of Shareholders Meeting.
*In accordance with terms of approval of Board of Directors at their meeting held on 9th November, 2023, and subseuqetly as approved in the Annual General Meeting held on 30th September 2023, the Company has allotted 86,80,000 equity shares at a Price of Rs. 33/- per share (including premium of Rs 32/- per share) on preferential basis. Pursuant to this allotment, the securities premium stands increased by Rs. 2772.58 Lakhs net of share issue expenses of Rs. 5.00 Lakhs. The proceeds from Preferential issue have been utilised for the intended purposes.
16.3 Terms/ right attached to equity shares
The Company has only one class of equity shares of par value of Rs. 1 per share. Each holder of equity shares is entitled to one vote per share. In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets ofthe Company after distribution of all preferential amounts.The distribution will be in proportion to the number of equity shares held by the shareholders.
As per records of the company, including its register of Shareholders / Members and other declarations received from shareholders regarding beneficial interest, the above shareholding represents both legal and beneficial ownership of shares.
Rights as to Dividend
The Equity shareholders have right dividend when declared by the Board of Directors subject to approval in the ensuring Annual General Meeting.
Right pertaining to repayment of Capital
In the event of liquidation of the company, the holders of equity share will be entitled to receive remaining assets of the company, after distribution of all preferential amounts. The distribution will be according to the shareholders rights and interest in the company.
*In accordance with terms of approval of Board of Directors at their meeting held on 07th November 2024, and subseuqetly as approved in the Extraordinary General Meeting held on 12th October 2024, the Company has allotted 4,53,000 Convertible Equity Warrants at a Price of Rs. 75/- per warrant against which the company has received 25% of the consideration. The balance 75% ofthe Warrant issue price shall be payable by the warrant holder(s) at the time of exercising conversion of Convertible Warrants
18.1 Nature of Securities for Term Loans
Primary Security
(i) an Exclusive charge by way of hypothecation ofthe company's entire movable , including movable machinery, machinery spares, tools and accessories, and all other movable assets both , present and future;
(ii) an exclusive charge on the company's book-debts, operating cash flows, receivables, and Inventories;
Collateral Security
Secured by Exclusive First charge by way of Mortgage on plot of land at Block No 28, Opp Amar Foods & Bewerages, Village Mangleg, Ta. Karjan, Vadodara together with the structures standing thereon (Present and future)
Joint & Several personally guaranteed by Kavit Thakkar, Arvindkumar Thkkar, Jayesh Thakkar
Corporate guarantee of EV Nest Private Limited, Raghuveer International Private Limited & Shree Saibaba Exim Private Limited
Repayment Term Loan shall be payable in 68 Monthly instalments,commencing from Aug, 2023.
Under the Micro, Small & Medium Enterprises Development Act, 2006 which came into force from 2 October 2006, certain disclosures are required to be made relating to Micro, Small & Medium Enterprises. The Company is in the process of compiling relevant information from its suppliers about their coverage under the said Act. Since the relevant information is not readily available, no disclosures have been made in the accounts. However, in the view of the management, the impact of interest, if any, which may subsequently become payable in accordance with the provisions of the act would not be material and the same, if any, would be disclosed in the year of payment of interest.
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36 Additional information to the financial statements (A) Contingent Liabilities and Capital Commitments
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' in Lakhs
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Particulars
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31-Mar-25
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31-Mar-24
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(a)Contingent Liabilities
(i) Claims against the Company not acknowledge as debts
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(on account of outstanding law suits)
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-
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-
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(ii)Guarantees given by Banks to third parties on behalf ofthe company (b) No provision has been made for following demands raised by the
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-
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-
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authorities since the company has reason to believe that it would get relief at the appellate stage as the said demand are excessive and erroneous
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(i) Disputed Income Tax Liability
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Against Which amount already paid As at March 31, 2025 ' Nil lakhs* (As at March 31, 2024 ' Nil lakhs)
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-
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-
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(c)Commitments*
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Estimated amount of contracts remaining to be executed on capital account & not provided for (Net of Advances)
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-
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-
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* The Details with regards to the estimated amount of contracts on account of capital expenditure is not ascertained
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by the company as the data with regards to the same are under preparation.
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(B) Auditor's Remuneration
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Particulars
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31-Mar-24
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31-Mar-23
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Audit Fees (Including for Quarterly limited review)
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4.60
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5.52
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For Certification work
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-
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-
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Fees for other services
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-
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-
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Total
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4.60
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5.52
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37 IMPAIRMENT
The Company has not found any indication of impairment of the assets as per Ind AS 38 and accordingly no further exercise for calculating impairment loss has been undertaken.
38 DISCLOSURE PURSUANT LEASES:
As Lessee
Short term Leases
The Company has obtained premises for its business operations under operating lease or leave and license agreements. These are not non-cancellable and are renewable by mutual consent on mutually agreeable terms.
Lease payments are recognised in Statement of Profit and Loss under the head "Rent Expense" in note no 34.
(i) 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. An explanation of each level follows underneath the table.
Level 1: Level 1 hierarchy includes financial instruments measured using quoted prices. This includes listed equity instruments, traded bonds and mutual funds that have quoted price. The fair value of all equity instruments (including bonds) which are traded in the stock exchanges is valued using the closing price as at the reporting period. The mutual funds are valued using the closing NAV.
Level 2: The fair value of financial instruments that are not traded in an active market 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 is not based on observable market data, the instrument is included in level 3.
There are no transfers between levels 1 and 2 during the year.
The Company's policy is to recognise transfers into and transfers out of fair value hierarchy levels at the end of the reporting period.
(ii) Valuation technique used to determine fair value
Specific valuation techniques used to value financial instruments include:
- the use of quoted market prices or dealer quotes for similar instruments
- the fair value of the remaining financial instruments is determined using discounted analysis.
All of the resulting fair value estimates are included in level 1 or 2 except for unlisted equity securities where the fair values have been determined based on present values and the discount rates used were adjusted for counter party or own credit risk.
The carrying amounts of trade receivables, electricity deposit, employee advances, cash and cash equivalents and other short term receivables, trade payables, unclaimed dividend, borrowings, and other current financial liabilities are considered to be the same as their fair values, due to their short-term nature.
40 FINANCIAL RISK MANAGEMENT
The company's activities expose it to market risk, liquidity risk and credit risk.
This note explai ns the sources of risk which the entity is exposed to and how the entity manages the risk.
The Company's board of directors has overall responsibility for the establishment and oversight ofthe Company's risk management framework.
The Company's risk management established to identify and analyse the risks faced by the Company, to set appropriate risk limits and controls and to monitor risks and adherence to limits. Risk management systems are reviewed periodically to reflect changes in market conditions and the Company's activities. The Company, through its training, standards and procedures, aims to maintain a disciplined and constructive control environment in which all employees understand their roles and obligations.
(A) Credit risk
Credit risk is the risk offinancial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises principally from the Company's receivables from customers and investment securities. Credit risk is managed through credit approvals, establishing credit limits and continuously monitoring the creditworthiness of customers to which the Company grants credit terms in the normal course of business.
(i) Trade receivables
The Company measures the expected credit loss oftrade receivables based on historical trend, industry practices and the business environment in which the entity operates. However, based on historical data, there were no significant bad debts written off nor provision for doubful debts had been created. In determination of allowances for credit losses on trade receivables, the Company has used a practical expedience by computing the expected credit losses based on ageing matrix, which has taken into account historical credit loss experience and adjusted for forward looking information.
(ii) Cash and cash equivalents
As at the year end, the Company held cash and cash equivalents of ' 587.12 Lacs . The cash and cash equivalents are held with bank and financial institution counterparties with good credit rating.
(iii) Loans and advances
In the case of loans to employees, the same is managed by establishing limits. (Which in turn based on the employees salaries and number of years of service put in by the concern employee)
(iv) Other Financials Assets
Others Financial Assets are considered to be of good quality and there is no significant increase in credit risk.
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.
Maturities of financial liabilities
The tables herewith analyse the Company's financial liabilities into relevant maturity groupings based on their contractual maturities for:
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.
(C) Market risk
Market risk is the risk that changes in market prices - such as foreign exchange rates, interest rates and equity prices - will affect the Company's income or the value of its holdings of financial instruments. Market risk is attributable to all market risk sensitive financial instruments including foreign currency receivables and payables and long term debt. We are not exposed to market risk primarily related to foreign exchange rate risk.
(D) CAPITAL MANAGEMENT
For the purpose of Company's Capital Management, equity includes equity share capital and all other equity reserves attributable to the equity holders of the Company. The Company manages its capital to optimise returns to the share holders and make adjustments to it in light of changes in economic conditions or its business requirements. The Company's objective is to safe guard continuity, maintain a strong credit rating and healthy capital ratios in order to support its business and provide adequate return to share holders through continuing growth and maximise the shareholders value. The Company funds its operations through internal accruals and long term borrowings competitive rate. The Management and Board of Directors monitor the return of capital as well as the level of dividend to share holders.
41 Employee benefits
[a] Defined benefit plan:
The Company has a defined benefit gratuity plan. Every employee who has completed five years or more of service gets a gratuity on departure at 15 days salary (last drawn salary) for each completed year of service.The scheme is funded. The following tables summaries the components of net benefit expense recognized in the Statement of profit and loss and the funded status and amounts recognized in the balance sheet for the gratuity plan.
The following table sets out the status of the gratuity plan and the amounts recognised in the Company's financial statements as at March 31, 2025.
Note 1: Discount rate is determined by reference to market yields atthe balance sheet date on Government bonds, where the currency and terms of the Government bonds are consistent with the currency and estimated terms for the benefit obligation.
Note 2: The estimate of future salary increases taken into account inflation, seniority, promotion and other relevant factors such as supply and demand in the employment market.
Note 3: The gratuity provision as described above is not invested or funded in any Investments options.
44 Disclosures related to the Micro, Small and Medium Enterprises.
The Company has not received information from vendors regarding their status under the Micro, Small & Medium Enterprises Development Act,2006 and hence disclosure relating to amount unpaid at the year end together with interest paid/paybale under the Act have not been given.
45 Segment Reporting
Ind AS 108 Operating Segments requires Management to determine the reportable segments for the purpose of disclosure in financial statements based on the internal reporting reviewed by Chief Operating Decision Maker (CODM) to assess performance and allocate resources.
Operating segments are defined as 'Business Units' of the Company about which separate financial information is available that is evaluated regularly by the Chief Operating Decision Maker or decision making group in deciding how to allocate resources and in assessing performance.
The Comapany operate in Manufacturing and Trading of Electronic Vehicle and related parts. The management considers that these business units have similar economic characteristic nature ofthe product, nature ofthe regulatory environment etc. Based on the management analysis, the Company has only one operating segment, so no seperate segment report is given. The principle geographical areas in which company the Company operates is India.
47 Confirmation of parties for amount due from them as per accounts ofthe Company are not obtained. Amount due from customers include amounts due / with held on account of various claims. The Claims will be verified and necessary adjustments, if any, shall be made in the year of settlement. Subject to this, company is confident of recovering the dues and accordingly they have been classified as "debt considered good" and therefore no provision is considered necessary there against.
48 In case of Loans granted by the Company and Borrowing taken by the Company, the terms of repayment of Loan and Advances has not been specified and hence it falls under the repayable on demand,but term of Repayment of Borrowing are Specified as per Agreement with Financial Institution , On the basis of the same we have classified the entire Borrowings as Secured Loan and Loans and advances as Current Assets.
49 In the opinion of the Board of Directors, Current Assets, Loans & Advances have value at which they are stated in the Balance Sheet, if realized in the ordinary course of business. The provision for depreciation and for all know liabilities is adequate and not in excess of the amount reasonably necessary.
50 The Company do not have any Benami property, where any proceeding has been initiated or pending against the Group for holding any Benami property.
51 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.
52 The Company do not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory period.
53 The Company have not traded or invested in Crypto currency or Virtual Currency during the year.
54 The Company have 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 company (Ultimate Beneficiaries) or provide any guarantee, security or the like to or on behalf ofthe Ultimate Beneficiaries.
55 "The Company have 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."
56 The Company do not have any such transaction which is not recorded in the books of accounts and 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).
57 The company holds all the title deeds of immovable property in its name.
58 There is no Scheme of Arrangements approved by the Competent Authority in terms of sections 230 to 237 of the Companies Act, 2013.
59 The company is not declared as wilful defaulter by any bank or financial Institution or other lender.
60 The Previous year's figures, wherever necessary, have been regrouped/reclassified to conform to the current year's presentation.
A The increase in Current Ratio is primarily on account of higher current assets during the reporting period, mainly arising from increase in trade receivables and inventory levels, coupled with higher cash and bank balances, as compared to the corresponding period.
B The reduction in Debt-Equity Ratio is attributable to repayment of term loans and short-term borrowings as well as infusion of fresh equity capital. This combined effect has improved the capital structure and reduced the Company's dependence on external debt.
C The improvement in Debt Service Coverage Ratio is attributable to reduction in debt servicing obligations as a result of repayment of loans and lower finance cost, which has strengthened the debt servicing position of the Company.
D The increase in Inventory Turnover Ratio is a result of both higher sales and improved inventory management, which has enabled faster conversion of stock into revenue and reduced holding costs.
E The increase in Trade Receivable Turnover Ratio is a result of both higher sales and faster realisation from debtors, reflecting improved efficiency in credit management and collection processes.
F The increase in Trade Payable Turnover Ratio is the combined effect of enhanced liquidity and conscious decision of the Company to expedite payments to suppliers, thereby reducing reliance on extended credit.
G The reduction in Operating Profit Margin is attributable to higher production and overhead costs incurred consequent to commencement of manufacturing operations, as initial stages of production generally involve higher input cost, underutilisation of capacity and setup-related expenses.
H The increase in Interest Coverage Ratio is on account of improved operating profitability coupled with reduction in finance cost, thereby strengthening the debt-servicing capability of the entity.
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