r) Provisions:
Provisions are recognised when the Company
has a present legal or constructive obligation
as a result of past events, it is probable that an
outflow of resources will be required to settle
the obligation and the amount can be reliably
estimated. These are reviewed at each year end
and reflect the best current estimate. Provisions
are not recognised for future operating losses.
Where there are a number of similar obligations,
the likelihood that an outflow will be required
in settlement is determined by considering the
class of obligations as a whole. A provision is
recognised even if the likelihood of an outflow
with respect to any one item included in the
same class of obligations may be small.
Provisions are measured at the present value
of best estimate of the Management of the
expenditure required to settle the present
obligation at the end of the reporting period.
The discount rate used to determine the present
value is a pre-tax rate that reflects current market
assessments of the time value of money and the
risks specific to the liability. The increase in the
provision due to the passage of time is recognised
as interest expense.
s) Contingent Liabilities:
Contingent liabilities are disclosed 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 will
be required to settle the obligation or a reliable
estimate of the amount cannot be made.
t) Employee benefits:
Short-term employee benefits:
All employee benefits payable within 12 months
of service such as salaries, wages, bonus, ex-
gratia, medical benefits etc. are recognised in
the year in which the employees render the
related service and are presented as current
employee benefit obligations within the Balance
Sheet. Termination benefits are recognised as an
expense as and when incurred.
Short-term leave encashment is provided at
undiscounted amount during the accounting
period based on service rendered by employees.
Compensation payable under Voluntary
Retirement Scheme is being charged to
Statement of Profit and Loss in the year of
settlement.
Other long-term employee benefits:
The liabilities for earned leave and sick leave
are not expected to be settled wholly within
12 months after the end of the period in which
the employees render the related service. They
are therefore measured as the present value of
expected future payments to be made in respect
of services provided by employees up to the end
of the reporting period using the projected unit
credit method. The benefits are discounted using
the market yields at the end of the reporting
period that have terms approximating to the
terms of the related obligation. Remeasurements
as a result of experience adjustments and
changes in actuarial assumptions are recognised
in profit or loss.
The obligations are presented as current liabilities
in the Balance Sheet if the entity does not have
an unconditional right to defer settlement for
at least 12 months after the reporting period,
regardless of when the actual settlement is
expected to occur.
Defined contribution plan:
Contributions to defined contribution schemes
such as contribution to Provident Fund,
Superannuation Fund, Employees' State
Insurance Corporation, National Pension Scheme
and Labours Welfare Fund are charged as an
expense to the Statement of Profit and Loss based
on the amount of contribution required to be
made as and when services are rendered by the
employees. The above benefits are classified as
Defined Contribution Schemes as the Company
has no further defined obligations beyond the
monthly contributions.
Defined benefit plan:
Gratuity:
Gratuity liability is a defined benefit obligation and
is computed on the basis of an actuarial valuation
by an actuary appointed for the purpose as per
projected unit credit method at the end of each
financial year. The liability or asset recognised in
the Balance Sheet in respect of defined benefit
pension and gratuity 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 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 benefit
expense in the Statement of Profit and Loss.
Remeasurements gains and losses arising from
experience adjustments and changes in actuarial
assumptions are recognised in the period in
which they occur directly in Other Comprehensive
Income. They are included in retained earnings in
the Statement of changes in equity and in the
Balance Sheet.
Changes in the present value of the defined
benefit obligation resulting from plan
amendments or curtailments are recognised
immediately in profit or loss as past service cost.
u) Research and Development expenditure:
Research and Development expenditure is
charged to revenue under the natural heads
of account in the year in which it is incurred.
Research and Development expenditure on
property, plant and equipment is treated in the
same way as expenditure on other property, plant
and equipment.
v) Earnings per share:
Earnings per share (EPS) is calculated by dividing
the net profit or loss for the period attributable
to Equity Shareholders by the weighted average
number of Equity shares outstanding during
the period. Earnings considered in ascertaining
the EPS is the net profit for the period and any
attributable tax thereto for the period.
w) Contributed equity:
Equity shares are classified as equity. Incremental
costs directly attributable to the issue of new
shares or options are shown in equity as a
deduction, net of tax, from the proceeds.
Critical estimates and judgements
Preparation of the Financial Statements requires
use of accounting estimates which, by definition,
will seldom equal the actual results. This Note
provides an overview of the areas that involved a
higher degree of judgements or complexity, and
of items which are more likely to be materially
adjusted due to estimates and assumptions
turning out to be different than those originally
assessed. Detailed information about each of
these estimates and judgements is included in
relevant notes together with information about
the basis of calculation for each affected line item
in the Financial Statements.
The areas involving critical estimates or
judgements are:
i) Estimation of useful life of tangible assets
ii) Estimation of defined benefit obligation
Estimates and judgements are continually
evaluated. They are based on historical experience
and other factors, including expectations of future
events that may have a financial impact on the
Company and that are believed to be reasonable
under the circumstances
Note 27.18 Regrouped/ Recast/Reclassified
Figures of earlier year have been reclassified to
conform to Ind AS presentation requirement.
Note 27.19 Rounding off.
Figures less than 50000 have been rounded off.
Note 27.20 Authorisation for issue of the Financial
statement
The Financial Statements were authorised for issue
by the Board of Directors on May 26th, 2025.
c.1) Board of Directors of the company proposed issue of Converitible equity share warrants 55,40,000 @
'692/- on prefrential basis. Which has been approved by Shareholders of the company through postal
ballot cum e-voting held on 27.12.2022, and same has been allotted on 10.01.2023, being receipt of
upfront 25% application money i.e '173/- (balance 75% i.e '519/- shall be payable within 18 months
i.e. dated 09.07.2024) . Further on being full paymnet by warrant holders during the period 26,22,500
share warrants have been converted in to the 1:10 number of equity shares as approved by the board
of 'Securities allotment-commitee' on respective date.
c.2) As on 31.03.2025 Total- 53,40,000 warrants were converted in to equity shares and the remaining
2,00,000 fully convertible warrants were forfeited Refer note 16(iv).
d) Rights, preferences and restrictions attached to equity shares
The Company has single class of equity shares having a par value of '1/- each w.e.f. 17.03.2023 (On
being split off 1 Share of '10/- each in to 10 share of '1/- each fully paid) and carry an equal right of
dividend. Each shareholder is eligible for one vote per share held & in the event of liquidation, the
equity shareholders are eligible to receive the remaining assets of the Company after distribution of all
preferential amounts, in proportion to their shareholding.
(ii) General reserve
The general reserve is used from time to time to transfer profits from retained earnings for appropriation
purposes.There is no policy of regular transfer. General reserves represents the free profits of the
Company available for distribution. As per the Companies Act, certain amount was required to be
transferred to General Reserve every time Company distribute dividend. General reserve is not an item
of OCI, items included in the general reserve will not be reclassified to profit or loss.
(iii) Share Warrant (Fully Convertible in Equity Shares)
The company has issued and allotted 55,40,000 fully convertible warrants to non-promoters, promoter
and promoter group on preferential basis @ '692/- each on subscription amount of '173/- each (being
25% application money), which are convertible into equal number of equity shares '10/- each fully paid,
carries pari - passu rank with existing equity shares, The holder of convertible warrants shall convert
his holding of convertible warrants within 18 month from the date of allotment of such convertible
warrants. During the current Financial Year 26,22,500 warrants has been converted into 1:10 number of
Equity shares as per details given herein below.
Note:
Remaining 2,00,000 fully convertible warrants were forfeited Refer note (iv) below.
(iv) Capital Reserve
The company has issued and allotted 55,40,000 fully convertible warrants to non-promoters, promoter
and promoter group on preferential basis @ '692/- each on subscription amount of '173/- each (being
25% application money), which are convertible into equal number of equity shares '10/- each fully paid,
carries pari - passu rank with existing equity shares, The holder of convertible warrants shall convert
his holding of convertible warrants within 18 month from the date of allotment of such convertible
warrants. However till 09/07/2024 (Approved date for payment of entire amount) 53,40,000 warrants has
been converted into 1:10 number of Equity share and 2,00,000 FCW's were not converted. Hence, the
Company has forfeited the application money of '3,46,00,000 (Rs. Three crore, fortysix lakhs) for 2,00,000
FCW's and transferred the same on 30th Sept'2024 in the Capital Reserve Account.
(v) Retained earnings
It represents unallocated/ un-distributed profit of the company. The amount that can be distributed as
dividend by the company as dividends to its equity shareholders is determined based on the separate
financial statements of the company and also considering the requirements of the companies Act,2013.
20 INCOME TAXES
Indian companies are subject to Indian income tax on a standalone basis. Each entity is assessed to tax on
taxable profits determined for each fiscal year beginning on April 1st and ending on March 31st.
Statutory income taxes are assessed based on book profits prepared under generally accepted accounting
principles in India adjusted in accordance with the provisions of the (Indian) Income tax Act, 1961. Such
adjustments generally relate to depreciation of fixed assets, disallowances of certain provisions and accruals,
deduction for tax holidays, the set-off of tax losses and depreciation carried forward and retirement benefit
costs. Statutory income tax is charged at 22% plus a surcharge and education cess.
(b) The Company has no transactions with the companies struck off under Companies Act, 2013 or
Companies Act, 1956.
(c ) Disclosures under Rule 11(e)(ii) of the Company (Audit & Auditors) Rule, 2014 :
No funds have been received by the Company in current and previous year (other than as disclosed
under note 48(e) from any persons or entities, including foreign entities ("Funding Parties”), with the
understanding, whether recorded in writing or otherwise, that the Company 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.
(d) Details of benami property held
No proceeding has been initiated or are pending against the company for holding any benami property
under the Benami Transactions (Prohibitions) Act, 1988 (45 of 1988) and the rules made thereunder.
(e) Wilful defaulter
The Company has not been declared wilful defaulter by any bank or financial institution or any lender.
(f ) Undisclosed Income
There is no income surrendered or disclosed as income during the current or previous year in the tax
assessments under the Income Tax Act, 1961, that has not been recorded in the books of account.
( g) Details of crypto currency or virtual currency
The Company has not traded or invested in crypto currency or virtual currency during the current or
previous year.
(h) Valuation of PP&E, 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 year.
(i) Registration of charges or satisfaction with Registrar of Companies
There are no charges or satisfaction which are yet to be registered with the Registrar of Companies
beyond the statutory period.
(j) Disclosures under Rule 11(f) of the Company (Audit & Auditors) Rule, 2014 - Dividends
The final dividend on shares is recorded as a liability on the date of approval by the shareholders. The
Company declares and pays dividends in Indian rupees. Companies are required to pay / distribute
dividend after deducting applicable taxes. The remittance of dividends outside India is governed by
Indian law on foreign exchange and is also subject to withholding tax at applicable rates.
The amount of per share dividend recognized as distribution to equity shareholders in accordance with
Companies Act 2013 is as follows :
During the year ended March 31,2025, on account of the final dividend for year ended March 31,2024,
the Company has incurred a net cash outflow of '40.04 Lakhs. The Board of Directors in their meeting
held on May 26, 2025 recommended a final dividend of '0.025 per equity share for the year ended
March 31, 2025. This payment of dividend is subject to the approval of shareholders in the ensuing
Annual General Meeting of the Company.
39 SEGMENT REPORTING
In accordanace with the provisions of Ind AS 108 -Operating Segment, the operations of the company
falls under manufacturing of Steel Products and which is also considered to be the reportable segment by
management.
(a) Gratuity
The gratuity scheme provides for lump sum payment to vested employees at retirement/death while
in employment or on termination of employment of an amount equivalent to 15 days salary payable
for each completed year of service or part thereof inexcess of 6 months subject to a limit of '20.00 Lacs
(Previous Year '20.00 Lacs). Vesting occurs upon completion of 5 years of service.
(b) Defined contribution plans
The Company makes provident fund contributions which are defined contribution plans, for qualifying
employees. Under the schemes, the Company is required to contribute a specified percentage of the
payroll costs to fund the benefits. The Company recognised '68.18 Lacs (Year ended March 31, 2024
'57.68 lacs) for Provident Fund contributions in the statement of profit and loss. The contributions
Notes:
The discount rate indicated above reflects the estimated timing and currency of benefit payments. It is
based on the yields / rates available on applicable bonds as on the current valuation date.
The estimate of future salary increase considered in actuarial valuation takes into account inflation,
seniority, promotion and other relevant factors such as supply and demand in the employment market.
h) The Group does not expects to make any contribution to the defined benefit plans during the next
financial year.
Please note that the sensitivity analysis presented above may not be representative of the actual
change in the defined benefit obligation as it is unlikely that the change in assumptions would occur
in isolation of one another as some of the assumptions may be correlated.
J) Risk Exposures
Valuations are performed on certain basic set of pre-determined assumptions and other regulatory
framework which may vary over time. Thus, the Company is exposed to various risks in providing the
above gratuity benefit which are as follows:
Interest Rate risk: The plan exposes the Company to the risk of fall in interest rates. A fall in interest
rates will result in an increase in the ultimate cost of providing the above benefit and will thus result in
an increase in the value of the liability (as shown in financial statements).
Liquidity Risk: This is the risk that the Company is not able to meet the short-term gratuity payouts.
This may arise due to non availabilty of enough cash / cash equivalent to meet the liabilities or holding
of illiquid assets not being sold in time.
Salary Escalation Risk: The present value of the defined benefit plan is calculated with the assumption
of salary increase rate of plan participants in future. Deviation in the rate of increase of salary in future for
plan participants from the rate of increase in salary used to determine the present value of obligation
will have a bearing on the plan's liabilty.
Demographic Risk: The Company has used certain mortality and attrition assumptions in valuation of
the liability. The Company is exposed to the risk of actual experience turning out to be worse compared
to the assumption.
Regulatory Risk: Gratuity benefit is paid in accordance with the requirements of the Payment of
Gratuity Act, 1972 (as amended from time to time). There is a risk of change in regulations requiring
higher gratuity payouts (e.g. Increase in the maximum limit on gratuity of '20,00,000).
Note: The above is a standard list of risk exposures in providing the gratuity benefit. The Company is
advised to carefully examine the above list and make suitable amendments (including adding more
risks, if relevant) to the same before disclosing the above in its financial statements.
The risk management policies aims to mitigate the following risks arising from the financial instruments:
a) Market risk
(i) Foreign currency risk
(ii) Interest rate Risk
b) Credit risk; and
c) Liquidity risk
a) Market risk
Market risk is the risk of any loss in upcomimg earnings, in realisable fair values or in future cash flows
that may result from a change in the price of a financial instrument. The value of a financial instrument
may change as result of changes in interest rates, commodity prices foreign currency exchange rates,
liquidity and other market changes. Future based market movements can not be normally forecasted
with accuracy.
(i) Foreign currency risk
The Company's functional currency is Indian Rupees (INR). The Company undertakes no transactions
denominated in the foreign currencies; consequently, exposure to exchange rate fluctuations are
not arises. The Company is not exposed to any exchange rate risk under its trade and debt portfolio.
ii) 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 is exposed to interest rate
risk because funds are borrowed at both fixed and floating interest rates. Interest rate risk is
measured by using the cash flow sensitivity for changes in variable interest rate. The borrowings
of the Company is in rupees with a mix of fixed and floating rates of interest. The Company has
exposure to interest rate risk, arising principally on changes in lending rates. The Company uses a
mix of interest rate sensitive financial instruments to manage the liquidity and fund requirements
for its day to day operations like short term borrowings. The risk is managed by the Company by
maintaining an appropriate mix between fixed and floating rate borrowings, and by the use of
interest rate swap contracts and further by keeping a close eye view on the market variables and
time to time negotiations with the Bankers for reduction of rate of interest.
b) Credit risk management:
Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in
financial loss to the Company. Credit risk encompasses of both, the direct risk of default and the risk of
deterioration of credit worthiness as well as concentration risks.
Company's credit risk arises principally from the trade receivables and advances.
Company's trade receivables are generally categories into following categories:
1. Export customers
2. Institutional customers
3. Supply to Government Department
4. Dealers
In case of export sales, in order to mitigate credit risk, generally sales are made on advance payment
terms. Where export sales are not made on advance payment terms, the same are secured through
letter of credit or bank guarantee, etc.
In case of sale to institutional customers, in order to mitigate credit risk, majority of the sales are secured
by letter of credit, bank guarantee, post dated cheques, etc. however , certain credit period is allowed to
some reputed institution in contry like Reliance, L&T, NTPC, BHEL etc.
In case of sale to Government departments there is no credit risk, majority of the sales made to
Government are secured.
In case of sale to dealers certain credit period is allowed with vintage of 3-5 years atleast. In order to
mitigate credit risk, majority of the sales made to dealers are secured by way of post dated cheques
(PDC), conducting reference check also within the market.
Further, Company has an ongoing credit evaluation process in respect of customers who are allowed
credit period.Customer credit risk is managed centrally by the company and subject to established
policy, procedures and control relating to customer credit risk management. Credit quality of a
customer is assessed based on financial position, past performance, business/ economic conditions,
market reputation,vintage, expected business etc. Based on that credit limit & credit terms are decided.
Outstanding customer receivables are regularly monitored.
In general, it is presumed that credit risk has significantly increased since initial recognition if the
payments are more than 30 days past due.
c) Liquidity risk management
Liquidity risk refers to the risk of financial distress extra ordinary high financing costs arising due to
shortage of liquid funds in a situation where business conditions unexpectedly deteriorate and requiring
financing. The Company requires funds both for working capital needs as well as for capex purposes.
The Company generates sufficient cashflow for operations, which together with the available cash
and cash equivalents and short term borrowings provide liquidity. The Company manages liquidity
risk by maintaining adequate reserves, banking facilities and reserve borrowing facilities, by continues
monitoring of actual cash flows, and by matching the maturity profiles of financial assests and liabilities.
The Company has a liquidity risk management framework for managing its short term, medium term
and long term sources of funding vis-a-vis short term and long term utilization requirement. This is
monitored through a rolling forecast showing the expected net cash flow, likely availability of cash and
cash equivalents, and available undrawn borrowing facilities.
c) Commodity price risk:
The Company's revenue is exposed to the market risk of price fluctuations related to the sale of its
products. Market forces generally determine prices for the steel products sold by the company. These
prices may be affected by supply and demand, production costs (including the cost of raw material
inputs) global ,regional economic conditions, growth and so on. Adverse changes in any of these factors
may reduce the revenue that the Company earns from the sale of its products.
The Company purchases the steel and other building products in the open market from third parties in
prevailing market price. The Company is therefore subject to fluctuations in the prices of HR Coils, Zinc etc.
The Company sells the products at prevailing market prices. Similarly the Company procures the
products based on prevailing market rates as the selling prices of steel products and the prices of inputs
moves in the same direction.
Note :
The company has a capital commitments of '1027.47 Lakhs towards acquisition and commissioning of
Plant & Machinery, for details please refer note-9
The Company has issued Financial bank guarantee for procurement of raw material against which
liability has been accepted under trade payables.
The Company has reviewed all its pending litigations and proceedings and has adequately provided for
where provisions are required and disclosed as contingent liabilities where applicable, in its financial
statements. The Company does not expect the outcome of these proceedings to have a materially
effect on its financial statements.
b) Commitments
1) The Company has other commitments, for purchase orders which are issued after considering
requirements per operating cycle for purchase of services, employee's benefits. The Company does
not have any other long term commitments or material non-cancellable contractual commitments/
contracts, including derivative contracts for which there were any material foreseeable losses.
46 During the current year, the Company has issued 2,69,96,734 equity shares of face value of '1/- each at an
issue price of '185.5 per share (including securities premium of '184.5 per share) aggregating to '500.79
crore under Qualified Institutions Placement ('QIP').
Consequent to allotment of aforesaid equity shares on October 11,2024, the paid-up equity share capital
of the Company stands increased '269.97 lakhs, consisting of 2,69,96,734 Equity Shares of '1/- each.
The total offer expenses in relation to the fresh issue are '27.50 crore (excluding taxes). The utilization of QIP
proceeds (net of QIP related expense of '473.29 crore) is summarized below:
* As per the Placement Document, the utilisation of Remaining '11,500.00 Lakhs for the Capex object will
be utilised upto March 31,2026. Remaining unutilised net proceeds of '11,500.00 lakhs as on date have
been temporarily invested in deposits with scheduled banks and kept in current account with scheduled
bank.
47 EVENTS AFTER THE REPORTING PERIOD : Nil
48 THE FIGURES FOR THE CORRESPONDING PREVIOUS YEAR HAVE BEEN REGROUPED / RECLASSIFIED
WHEREVER NECESSARY, TO MAKE THEM COMPARABLE
49 APPROVAL OF FINANCIAL STATEMENTS
The Financial Statements were approved for issue by the Board of Directors on May 26, 2025.
As per our report of even date For and on behalf of Board of Directors
For A.N. Garg & Company Ajay Kumar Bansal Anish Bansal
Chartered Accountants Managing Director Wholetime Director
FRN:- 004616N DIN : 01070123 DIN : 00670250
A.N. Garg Arun Kumar Arvind Bansal
(FCA,Partner) Company Secretary Executive Director & GCFO
Membership No. 083687
Place: New Delhi
Date: May 26th , 2025
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