(12) Provisions, Contingent liabilities and Contingent Assets
i) General
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 of the amount of the obligation. When the Company expects some or all of a provision to be reimbursed, for example, under an insurance contract, the reimbursement is recognized as a separate asset, but only when the reimbursement is virtually certain. The expense relating to a provision is presented in the statement of profit and loss net of any reimbursement.
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.
ii) Contingent Lliability
Contingent Lliability is disclosed in the case of:
• A present obligation arising from past events, when it is not probable that an outflow of resources will be required to settle the obligation.
• A present obligation arising from past events, when no reliable estimate is possible:
• A possible obligation arising from past events, unless the probability of outflow of resources is remote. Provisions, Contingent Liabilities and Contingent Assets are reviewed at each Balance Sheet date.
iii) Other Litigation Claims
Provision for litigation related obligation represents liabilities that are expected to materialize in respect of matters in appeal.
iv) Onerous Contracts
A provision for onerous contracts is measured at the present value of the lower of expected costs of terminating the contract and the expected cost of continuing with the contract. Before a provision is established, the Company recognizes impairment on the Assets with the contract.
v) Contingent Asset
A Contingent Asset is a possible asset that arises from past events and whose existence will be confirmed only by the occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the entity. Contingent Assets are disclosed in the Financial Statements by way of notes to accounts when an inflow of economic benefits is probable.
(13) Revenue Recognition
Revenue towards satisfaction of a performance obligation is measured at the amount of Transaction price (Net of variable consideration) allocated to that performance obligation. The transaction price of goods sold & services rendered is net of variable consideration on account of various discounts & schemes offered by the Company as part of the contract.
i) Sale of Goods
Revenue is recognized upon transfer of control of promised goods or services to customers at transaction price (net of taxes and duties).
Taxes collected on behalf of the government are excluded from revenue. Revenue is recognised to the extent it is probable that the economic benefits will flow to the Company and the revenue and costs, if applicable, can be measured reliably.
ii) Non-Cash Incentives
The Company provides Non-Cash incentives at Fair Value to customers. These benefits are passed on to customers on satisfaction of various conditions of various sales schemes. Consideration received is allocated between the products sold and non-cash incentives to be issued to customers. Fair value of the non-cash incentive is determined by applying principle of Ind AS 113 i.e. at market rate. A contract liability for the non-cash incentive is recognised at the time of sale.
iii) Power Distribution
Revenue from Power Distribution business is accounted on the basis of billings to the customers and includes unbilled revenues accrued up to the end of accounting year. Customers are billed as per the tariff rates issued by Electricity Regulatory Commission.
iv) Dividend Income
Dividend income is recognized when the right to receive dividend is established, which becomes certain after shareholders'approval.
v) Lease Income
Lease Agreements where the risk and rewards incidental to the ownership of an asset substantially vest with the lessor are recognized as operating leases. Leases rentals are recognized on straight -line basis as per the terms of the agreements in the statement of profit and loss.
vi) Interest Income
For all Financial instruments measured at amortized cost, interest income is recorded using Effective Interest Rate (EIR), which is the rate that exactly discounts the estimated future cash payments or receipts through the expected life of the Financial Instrument or a shorter period, where appropriate, to the net carrying amount of the Financial Asset. Interest income is included in other income in Statement of Profit and Loss.
vii) Renewable Energy Certificate
Renewable Energy Certificate (REC) benefits are recognized in Statement of Profit & Loss on Sale of REC. Income from Sale of RECs is recognized on the delivery to the Customers' Account.
viii) Export Benefit
Export incentives, Duty Drawbacks and other benefits are recognized in the Statement of Profit and Loss on Accrual Basis.
(14) Employees Benefits
i) Defined Contribution Plans
Contributions to the employees' regional Provident Fund, Superannuation Fund, Employees Pension Scheme and Employees' State Insurance are recognized as defined contribution plan and charged as expenses during the period in which the employees perform the services. The Company has no obligation, other than the contribution payable to the respective funds. The Company recognises contribution payable to these schemes as an expense, when an employee renders the related service. If the contribution payable to the scheme for service received before the balance sheet date exceeds the contribution already paid, the deficit payable to the scheme is recognised as a liability after deducting the contribution already paid. If the contribution already paid exceeds the contribution due for services received before the balance sheet date, then excess is recognised as an asset to the extent that the pre-payment will lead to, for example, a reduction in future payment or a cash refund.
ii) Defined Benefit Plans
Retirement benefits in the form of Gratuity and Leave Encashment are considered as defined benefit plan and determined on actuarial valuation using the Projected Unit Credit Method at the balance sheet date. Actuarial Gains or Losses through re-measurement of the net obligation of a defined benefit liability or asset is recognized in Other Comprehensive Income. Such re-measurements are not reclassified to Statement of Profit and Loss in subsequent periods.
The Provident Fund Contribution other than contribution to Employees' Regional Provident Fund, is made to trust administered by the trustees. The interest rate to the members of the trust shall not be lower than the statutory rate declared by the Central Government under Employees' Provident Fund and Miscellaneous Provision Act, 1952. The Employer shall make good deficiency, if any.
iii) Short-term Employee Benefits
Short Term Benefits are charged off at the undiscounted amount in the year in which the related service is rendered.
iv) Long-Tterm Employee Benefit
Compensated absences which are not expected to occur within twelve months after the end of the period in which the employee renders the related services are recognized as a liability at the present value of the defined benefit obligation at the balance sheet date. Annual Leaves can either be availed or enchased subject to restriction on the maximum accumulation of Leaves.
v) Termination Benefits
Termination Benefits are recognized as an expense in the period in which they are incurred.
The Company shall recognize a liability and expense for termination benefits at the earlier of the following dates:
(a) When the entity can no longer withdraw the offer of those benefits; and
(b) When the entity recognizes costs for a restructuring that is within the scope of Ind AS 37 and involves the payment of termination benefits.
(15) Borrowing Costs
(1) Borrowing Costs that are specifically attributable to the acquisition, construction, or production of a Qualifying Asset are capitalized as a part of the cost of such Asset till such time the asset is ready for its intended use or sale. A Qualifying Asset is an asset that necessarily requires a substantial period of time (generally over twelve months) to get ready for its intended use or sale.
The Borrowing Cost consists of Interest & Other Incidental costs that the Company incurs in connection with the borrowing of such Funds.
(2) For general borrowing used for the purpose of obtaining a Qualifying Asset, the amount of borrowing costs eligible for capitalization is determined by applying a capitalization rate to the expenditures on that asset. The capitalization rate is the weighted average of the borrowing costs applicable to the borrowings of the Company that are outstanding during the period, other than borrowings made specifically for the purpose of obtaining a qualifying asset. The amount of borrowing costs capitalized during a period does not exceed the amount of borrowing cost incurred during that period.
(3) Borrowing cost also includes exchange differences to the extent regarded as an adjustment to the borrowing costs. All other borrowing costs are recognized as expense in the period in which they are incurred.
(16) Leases
The Company assesses at contract inception whether a contract or part of contract is, or contains, a lease. That is, if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration.
a) Company as a Lessee
The Company applies a single recognition and measurement approach for all leases, except for short-term leases and leases of low-value assets. The Company recognises lease liabilities to make lease payments and right-of-use assets representing the right to use the underlying assets.
i) Right-Of-Use Assets
The Company recognises Right-Of-Use assets at the commencement date of the lease (i.e., the date the underlying asset is available for use). Right-of-use Assets are measured at cost, less any accumulated depreciation and impairment losses, and adjusted for any re-measurement of lease liabilities. The cost of Right-Of-Use assets includes the amount of lease liabilities recognised, initial direct costs incurred, and lease payments made at or before the commencement date less any lease incentives received. Right-of-use Assets are depreciated on a straight-line basis from the commencement date over the shorter of the lease term and the estimated useful lives of the Assets.
If ownership of the Leased Asset transfers to the Company at the end of the lease term or the cost reflects the exercise of a purchase option, depreciation is calculated using the estimated useful life of the Asset.
ii) Lease Liabilities
At the commencement date of the lease, the Company recognises Lease Liabilities measured at the present value of lease payments to be made over the lease term. The lease payments include Axed payments (including in-substance Axed payments) less any lease incentives receivable, variable lease payments that depend on an index or a rate, and amounts expected to be paid under residual value guarantees. The lease payments also include the exercise price of a purchase option reasonably certain to be exercised by the Company and payments of penalties for terminating the lease, if the lease term reflects the Company exercising the option to terminate. Variable lease payments that do not depend on an index or a rate are recognised as expenses (unless they are incurred to produce inventories) in the period in which the event or condition that triggers the payment occurs.
In calculating the present value of lease payments, the Company uses its existing weighted average cost of capital (WACC) rate at the lease commencement date because the interest rate implicit in the lease is not readily determinable. After the commencement date, the amount of lease liabilities is increased to reflect the accretion of interest and reduced for the lease payments made. In addition, the carrying amount of lease liabilities is re-measured if there is a modification, a change in the lease term, a change in the lease payments (e.g., changes to future payments resulting from a change in an index or rate used to determine such lease payments) or a change in the assessment of an option to purchase the underlying asset.
Lease liabilities have been presented as a separate line and Right-of-use assets have been presented under Property Plant and Equipment in the balance sheet. Lease payments have been classified as cash used in financing activities.
iii) Short-Term Leases and Leases of Low-Value Assets
The Company has elected not to recognise Rright-of-use Use assets Assets and Llease liabilities Liabilities for short term leases of all assets that have a lease term of 12 months or less and leases of low-value assets. The Company recognises the lease payments associated with these leases as an expense on a straight-line basis over the lease.
b) Company as a Lessor
Lease income from Operating Leases where the Company is a Lessor is recognized in income on a straight-line basis over the lease term unless the recipients are structured to increase in line with expected general inflation to compensate for the expected inflationary cost increases. The respective Leased Assets are included in the Balance Sheet based on their nature.
(17) Taxes on Income
a) Current Tax
i) Tax on Income for the Current Period is determined on the basis of estimated taxable income and tax credits computed in accordance with the provisions of the relevant tax laws and based on the expected outcome of assessments / appeals.
ii) Current Income Tax relating to items recognized directly in equity is recognized in equity and not in the statement of profit and loss. Management periodically evaluates positions taken in the tax returns with respect to situations in which applicable tax regulations are subject to interpretation and establishes provisions where appropriate.
b) Deferred Tax
Deferred Tax is provided using the Balance Sheet Approach on temporary differences at the reporting date between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes at the reporting date.
The carrying amount of Deferred Tax Assets is reviewed at each reporting date and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the Deferred Tax Asset to be utilized. Unrecognized Deferred Tax Assets are reassessed at each reporting date and are recognized to the extent that it has become probable that future taxable profits will allow the deferred tax asset to be recovered.
Deferred Tax Assets and Liabilities are measured at the tax rates that are expected to apply in the year when the asset is realized or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted at the reporting date.
Deferred Tax relating to items recognized outside the Statement of Profit and Loss is recognized outside the Statement of Profit and Loss.
Deferred Tax items are recognized in correlation to the underlying transaction either in Other Comprehensive Income or directly in Equity.
The break-up of the major components of the Deferred Tax Assets and Liabilities as at Balance Sheet date has been arrived at after setting off deferred tax assets and liabilities where the Company have a legally enforceable right to set-off assets against liabilities and where such assets and liabilities relate to taxes on income levied by the same governing taxation laws.
(18) Exceptional Items
On certain non-recurring occasions, the size, type or incidence of an item of income or expense, pertaining to the ordinary activities of the Company is such that its disclosure improves the understanding of the performance of the Company, such income or expense is classified as an exceptional item and accordingly, disclosed in the notes accompanying to the financial statements.
(19) Earnings Per Share (EPS)
i) Basic Earnings Per Share
Basic Earnings Per Share is calculated by dividing
• The Profit or Loss attributable to Equity Shareholders of the Company by the Weighted Average number of Equity Shares outstanding during the Financial Year, adjusted for bonus elements in Equity Shares issued during the 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.
(20) Segment Accounting
The Company is engaged primarily into manufacturing of Cement. The Company has only one business segment as identified by management namely Cementious Materials.
Segments have been identified taking into account nature of product and differential risk and returns of the segment. The business segments are reviewed by the Chairperson & Managing Director (Chief Operating Decision Maker).
The Chief Operational Decision Maker monitors the operating results of its business Segments separately for the purpose of making decisions about resource allocation and performance assessment. Segment performance is evaluated based on each segments profit or loss and is measured consistently with profit or loss in the financial statements.
(21) Cash dividend
The Company recognises a Liability to pay dividend to Equity Holders of the Company when the distribution is authorised and the distribution is no longer at the discretion of the Company. As per the corporate laws in India, a distribution is authorised when it is approved by the shareholders. A corresponding amount is recognised directly in Other Equity. Interim Dividends are recognised as a Liability on the date of declaration by the Company's Board of Directors.
(22) Recent Accounting Pronouncements
Ministry of Corporate Affairs ("MCA") notifies new standards or amendments to the existing standards under Companies (Indian Accounting Standards) Rules as issued from time to time. For the year ended 31 March 2025, MCA has notified Ind AS - 117 Insurance Contracts and amendments to Ind AS 116 - Leases, relating to sale and leaseback transactions. The Company has reviewed the new pronouncements and based on its evaluation has determined that it does not have any significant impact in its financial statements.
Standards notified but not yet effected
Ministry of Corporate Affairs ("MCA") notifies new standards or amendments to the existing standards under Companies (Indian Accounting Standards) Rules as issued from time to time. MCA has notified amendments to Ind AS 21 - The Effects of Changes in Foreign Exchange Rates with effect from 1 April 2025.
*As on 31st March 2025, there are 19 entities holding 18,77,632 Equity Shares (1.59%) and as on 31st March 2024, there are 19 entities holding 19,04,632 Equity Shares (1.61%) , who are constituents of the Promoter Group as per the SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018.
# Pursuant to the Composite Scheme of Amalgamation and Arrangement, 64,74,360 equity shares of face value Rs. 5 each are pending issuance to the eligible shareholders. The above percentages have been calculated without giving effect to the said shares.
d. Terms / Rights attached to Equity Shareholders:
i) The Company has only one class of Equity Shares having a par value of Rs 5 per share. Each holder of equity shares is entitled to one vote per share held.
ii) In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the Company , after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders and are subject to prefrential rights of prefrence shares (if issued)
iii) 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.
Capital Redemption Reserve: Represents the statutory reserve created when Preference Share Capital is redeemed. Securities Premium: Represents the amount received in excess of Par value of Securities.
Debenture Redemption Reserve: Represents the Statutory Reserve for Non Convertibles Debentures issued by the Company.
e. During the last five years, the Company has not issued any bonus shares nor are there any shares bought back and issued for consideration other than cash.
f. Nature of Reserves:
Securities Premium Reserve represents the amount received in excess of par value of Securities issued by the Company, which may be utilised for purposes specified u/s 52(2) of the Companies Act, 2013
Capital Reserve represents the reserve created on amalgamation and business combination and profit or loss on purchase, sale, issue or cancellation of the Group's own equity instruments. (Refer note 73)
Pre-merger Share Disposal Reserve represents the cost of investment in Udaipur Cement Works Limited which was disposed off prior to the effective date of the merger but after the [appointed date / beginning of the preceding period] (Refer note 73)
Capital Redemption Reserve Represents the statutory reserve created at the time redemption of Preference Share Capital and buy back of Equity Share Capital which can be applied for issuing fully paid-up bonus shares
General Reserve represents accumulated profits set apart by way of transfer from current year Profits/ or / and Surplus in P/L Statement comprised in Retained Earnings for "other than specified purpose"
Shares Pending Issuance represents 64,74,360 equity shares of face value ' 5 each which are pending issuance to the eligible shareholders pursuant to the Composite Scheme of Amalgamation and Arrangement.
* Due & repayable within one year
1 Term Loan from a Bank of ' 17.13 Crore is secured by way of an Exclusive First Charge on all the Immovable and Movable Fixed Assets of the Company's Cement Grinding Unit in the State of Gujarat. This Term Loan is repayable in 3 equal quarterly instalments.
2 Term Loan from a Bank of ' 150 Crore is secured by way of an Exclusive First Charge on all the Immovable and Movable Fixed Assets of the Company's Cement Grinding Units in the State of Gujarat. This Term Loan shall be repayable in 40 equal quarterly instalments commencing from 30th June 2026.
3 Term Loans from a Bank aggregating to ' 33.75 Crore are secured by way of a Pari Passu First Charge on all the Immovable and Movable Fixed Assets of the Company's Cement Plant in the State of Chattisgarh. These Term Loans from Banks are repayable in 2 equal Quarterly Instalments.
4 Term Loan from a Bank of ' 71.30 Crore is secured by way of a Pari Passu First Charge on all the Immovable and Movable Fixed Assets of the Company's Cement Plant in the State of Chattisgarh except those assets charged to other lenders. This Term Loan shall be repayable in 52 unequal Quarterly Instalments commencing from 30th June 2026.
5 Term Loan from a Bank of ' 70.04 Crore is secured by way of an Exclusive First Charge on Movable Fixed Assets of the Company's 20 MW Thermal Power Plant at Durg, Chattisgarh. This Term Loan is repayable in 30 unequal Quarterly Instalments.
6 Term Loan from a Bank of ' 56.25 Crore is secured by way of an Exclusive First Charge on all the Immovable & Movable Fixed Assets of the Company's Cement Grinding Unit at Cuttack, Odisha. This Term Loan is repayable in 35 equal Quarterly Instalments.
7 Interest Free Loan (IFL) from The Director of Industries & Commerce, Haryana of ' 20.91 Crore granted to Company in relation to its Cement Grinding Unit at Jhajjar, Haryana, is secured by Bank Guarantee of equivalent amount and shall be repaid at the end of 5th year from the respective disbursement dates. The said IFL has been recognised on Amortised Cost Basis.
8 Term Loan from a Bank of ' 133.64 Crore is secured by way of a Pari Passu First Charge on all the Immovable and Movable Fixed Assets pertaining to the Company's Cement Unit in the State of Rajasthan subject to the prior charges in favour of Banks on Specified Assets and Company's Banks for Working Capital on Specified Movables Assets. This Term Loan is repayable in 17 unequal Quarterly Instalments.
9 Term Loan from a Bank of ' 200.00 Crore is secured by way of a Subservient Charge on all the Immovable and Movable Fixed Assets of the Company's Cement Plant in the State of Chattisgarh except those assets specifically charged to other lenders. This Term Loan shall be repayable in 24 unequal Quarterly Instalments commencing from 26th June 2026.
10 Public Deposits represents the Deposits accepted by the Company from Public under its Fixed Deposit Scheme having maturity of 1,2 & 3 years from the date of deposits.
11 Term Loans aggregating to ' 1469.42 Crore from Banks are secured by a (i) Pari Passu First Charge on all the Movable & Immovable Fixed Assets of the Company's Cement Unit in the State of Rajasthan & (ii) Pari Passu Second Charge on Current Assets of the Company
- Term Loan of ' 46.28 Crore shall be repayable in 18 unequal Yearly Instalments
- Term Loan of ' 103.00 Crore shall be repayable in 17 unequal Yearly Instalments
- Term Loan of ' 170.20 Crore shall be repayable in 20 unequal Yearly Instalments
- Term Loan of ' 22.50 Crore shall be repayable in 18 equal Yearly Instalments
- Term Loans of ' 1083.70 Crore shall be repayable in 44 unequal Yearly Instalments commencing from 31st December 2025.
- Term Loan of ' 43.74 Crore shall be repayable in 28 equal Yearly Instalments
12 The above outstanding Term Loans are net of the Processing charges as per IND AS 109
c) Commodity Price Risk and Sensitivity: The Company is exposed to the movement in price of key raw materials in domestic and international markets. The Company manages fluctuations in raw material price through hedging in the form of advance procurement when the prices are perceived to be low and also enters into advance buying contracts as strategic sourcing initiative in order to keep raw material and prices under check, cost of material is hedged to the extent possible.
44.2 Credit Risk:
Credit risk arises from the possibility that counter party may not be able to settle their obligations as agreed. The Company is exposed to credit risk from its operating activities (primarily trade receivables).
a) Trade Receivables: Customer credit risk is managed based on Company's established policy, procedures and controls. The Company periodically assesses the financial reliability of customers, taking into account the financial conditions, current economic trends, and analysis of historical bad debts and aging of trade receivables. Individual credit risk limits are set accordingly.
The credit risk from the organized and bigger buyers is reduced by securing bank guarantees / letter of credits / part advance payments / post dated cheques. The outstanding's of different parties are reviewed periodically at different level of organization. The outstanding from the trade segment is secured by two tier security - security deposit from the dealer himself, and our business associates who manage the dealers are also responsible for the outstanding from any of the dealers in their respective region. Impairment analysis is performed based on historical data at each reporting period on an individual basis. For aging of trade receivables refer note 12.
In respect of trade receivables, the company applies the simplified approach of IND AS 109 "Financial Instruments", which requires measurement of loss allowance at an amount equal to lifetime expected credit losses. Lifetime expected credit losses are the expected credit losses that result from all possible default events over the expected life of a financial instrument.
b) Financial Instruments and Deposits with Banks: The Company considers factors such as track record, size of institution, market reputation and service standards to select the bank with which balances and deposits are maintained. Generally, balances are maintained with the institutions with which the Company has also availed borrowings. The Company does not maintain significant cash and deposit balances other than those required for its day to day operation.
c) Loans: The Company has given loans to step-down subsidiaries and other parties. There is no collateral held against these because based on historical experience and credit profiles of counterparties, the Company does not expect any significant risk of default. The Company's maximum exposure to credit risk for each of the above is their carrying values as at the reporting dates.
44.3 Liquidity 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 is to ensure, as far as possible, that it will have sufficient liquidity to meet its liabilities when due.
The Company relies on a mix of borrowings, and excess operating cash flows to meet its needs for funds. The current committed lines of credit are sufficient to meet its short to medium term expansion needs. The Company monitors rolling forecasts of its liquidity requirements to ensure it has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowings facilities at all times so that the Company does not breach borrowing limits or covenants (where applicable) on any of its borrowing facilities.
Note-45 Capital Risk Management
The Company manages its capital structure and makes adjustments in light of changes in economic conditions and the requirements of the financial covenants. The Company's primary objective when managing capital is to ensure that it maintains an efficient capital structure and healthy capital ratios and safeguard the Company's ability to continue as a going concern in order to support its business and provide maximum returns for shareholders. The Company also proposes to maintain an optimal structure to reduce the cost of capital.
For the purpose of the Company's capital management, capital includes issued capital, securities premium and all other equity reserves. Net debt includes, interest bearing loans and borrowings less cash and short term deposits.
xOv
Fair Valuation Techniques:
The Company maintains policies and procedures to value Financial Assets & Financial Liabilities using the best and most relevant data available. The fair values of the financial assets and liabilities are included at the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The following methods and assumptions were used to estimate the fair values:
1 Fair Value of cash and deposits, trade receivables, trade payables, and other current financial assets and liabilities approximate their carrying amounts largely due to the short-term maturities of these instruments.
2 Other non-current receivables are evaluated by the Company, based on parameters such as interest rates, individual creditworthiness of the counterparty etc. Based on this evaluation, allowances are considered to account for the expected losses of these receivables. As at end of each reporting year, the carrying amounts of such receivables, net of allowances (if any), are not materially different from their calculated fair values.
3 Fair Value of Investments in quoted Mutual Funds and Equity Shares are based on quoted market price at the reporting date. The fair value of unquoted investments in Preference Shares are estimated by discounting future cash flows using rates currently available for debt on similar terms, credit risk and remaining maturities. The fair value of unquoted investments in equity shares are estimated on net assets basis.
4 Fair Value of borrowings from banks and other non-current financial liabilities, are estimated by discounting future cash flows using rates currently available for debt on similar terms and remaining maturities.
5 The Fair Values of Derivatives are calculated using the RBI reference rate as on the reporting date as well as other variable parameters.
Fair Value Hierarchy:
The following table provides the fair value measurement hierarchy of Company's asset and liabilities, grouped into Level 1 to Level 3 as described below:
Level 1: Quoted prices in active markets.
Level 2: Inputs other than quoted prices included within Level 1 that are observable, either directly or indirectly.
Level 3: Inputs that are not based on observable market data.
The following table provides the fair value measurement hierarchy of Company's asset and liabilities, grouped into Level 1 to Level 3 as described below:
Note-55 In respect of certain disallowances and additions made by the income tax authorities, appeals are pending before the appellate authorities and adjustment, if any, will be made after the same are finally settled.
Note-56 Contingent liability for non-use of jute bags for cement packing upto June 30, 1997, as per Jute Packaging Materials (compulsory use of packaging commodities) Act, 1987 is not ascertained and the matter is subjudice. The Government has excluded cement industry from application of the said order from July 01,1997.
Note-57 Competition Commission of India (CCI) vide its order dated January 19, 2017 had imposed penalty on certain cement companies including a penalty of ' 6.55 crore on the Company pursuant to a reference fled by the government of Haryana. The Company has fled an appeal with Competition Appellate Tribunal (COMPAT) against the said order. COMPAT has granted a stay on CCI order. After the merger of COMPAT with National Company Law Appellate Tribunal (NCLAT), the Company's case also stands transferred to NCLAT.
Although based on legal opinion, the Company believes that it has a good case but out of abundant caution the Company had provided full amount during the earlier years.
OCI presentation of Defined Benefit plan
Gratuity is in the nature of defined benefit plan, re-measurement gains / (losses) on defined benefit plans is shown under OCI as Items that will not be reclassified to profit or loss and also the income tax effect on the same.
Presentation in Statement of Profit & Loss and Balance Sheet
Expense for service cost, net interest on net defined benefit liability (asset) is charged to statement of profit & loss. IND AS 19 does not require segregation of provision in current and non-current, however net defined liability (assets) is shown as current and non-current provision in balance sheet as per IND AS 1.
When there is surplus in defined benefit plan, company is required to measure the net defined benefit asset at the lower of; the surplus in the defined benefit plan and the assets ceiling, determined using the discount rate specified, i.e. market yield at the end of the reporting period on government bonds, this is applicable for domestic companies, foreign company can use corporate bonds rate.
The company assesses these assumptions with its projected long-term plans of growth and prevalent industry standards. The mortality rates used are as published by one of the leading life insurance companies in India.
* As the liability for gratuity and leave encashment are provided on actuarial basis for the company as a whole. The amount pertaining to KMPs are not included above.
The transactions with related parties have been made on terms equivalent to those that prevail in arm's length transactions.
* Other payments include directors' sitting fees and reimbursement of expenses.
* Other payments include directors' sitting fees from amalgamating company ' 0.09 Crores (March 31, 2024: '0.05 Crores)
B. Other transactions with KMPs
During the 2023-24 the Company has paid ' 4.08 Crore to each of Shri Bharat Hari Singhania (Chairman), Smt. Vinita Singhania (Vice Chairperson & Managing Director) and Dr. Raghupati Singhania (Non Independent & Non-Executive Director) for acquisition of Equity Shares of Amalgamating Company Hidrive Developers and Industries Ltd.
Note-64 Derivative Financial Instruments
The Company uses foreign currency denominated borrowings and foreign exchange forward contracts (including option contracts - seagull structure) to manage some of its transaction exposures. The foreign exchange forward contracts and foreign exchange option contracts are not designated as cash flow hedges and are entered into for periods consistent with foreign currency exposure of the underlying transactions, generally from one to thirty six months.
Foreign Currency Risk
The Company has entered into foreign exchange forward contracts and foreign exchange option contracts with the intention to reduce the foreign exchange risk on repayment of buyer's credit and foreign currency loan, these contracts are not designated in hedge relationships and are measured at fair value through profit or loss.
Note-66 During the Previous year Amalgamating company Udaipur Cement Works Limited, has raised fund through right issue. For aforementioned issue the amalgamating company has incurred total expenditure of ' 5.18 Crores, which has been charged to securities premium reserve.
Note-67 The proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 inserted by the Companies (Accounts) Amendment Rules 2021 requires companies, which uses accounting software for maintaining its books of accounts, to use only such accounting software which has a feature of recording audit trail of each and every transaction, creating an edit log of each change made in the books of accounts along with the date when such changes were made and ensuring that the audit trail cannot be disabled.
The Company has used accounting software for maintaining its books of account, which has a feature of recording audit trail (edit log) facility and the same has operated throughout the year for all relevant transactions recorded in the respective software. However, the audit trail (edit logs) feature for any direct changes made at the database level was not enabled for accounting software used for maintenance of books of account. Further, where the audit trail (edit log) facility was enabled and operated, the audit trail feature has not been tampered with. Wherever audit trail is enabled, it has been preserved by the Company as per the statutory requirements for record retention.
Note-68 | a Loans given as per regulation 34 (3) and 53(f) read with schedule v of SEBI (LODR) regulation of listing regulation of listing regulation with stock exchanges
Assets are tested for impairment whenever there are any internal or external indicators of impairment. Impairment test is performed at the level of each Cash Generating Unit ('CGU') or groups of CGUs within the Company at which the assets are monitored for internal management purposes, within an operating segment. The impairment assessment is based on higher of value in use and value from sale calculations. During the year, the testing did not result in any impairment in the carrying amount of other assets. The measurement of the cash generating units' value in use is determined based on financial plans that have been used by management for internal purposes. The planning horizon reflects the assumptions for short to- mid-term market conditions.
Note-71 a In earlier years, the Company had acquired 35% holding (at a cost of ' 2.10 crore) in M/s. Sungaze Power Private Limited (SPPL) which has set up a 6.50 MW solar Power Plant under Captive Power Plant (CPP) model at our Durg Cement Plant in the state of Chhattisgarh. The Company, as a Captive User, has no role & responsibility in the day-to-day management & operations of SPPL. As such, SPPL has not been considered as an Associate for consolidation purposes.
b During the FY 2023-24, the Company had acquired 26% holding (at a cost of ' 21.61 crore) in M/s. Amplus Helios Private Limited which has set up a 50.00 MW solar Power Plant under Captive Power Plant (CPP) model at our Durg Cement Plant in the state of Chhattisgarh. The Company, as a Captive User, has no role & responsibility in the day-to-day management & operations of Amplus Helios Private Limited. As such, Amplus Helios Private Limited has not been considered as an Associate for consolidation purposes.
c During the financial year 2023-24, the Company acquired 85% stake in M/s. Agrani Cement Private Limited at a
total Purchase Consideration of ' 325.11 Crores. Agrani Cement Private Limited along with its 3 Wholly Owned Subsidiaries (WOSs) have been jointly granted Mining Rights. The Company has paid Purchase Consideration of only ' 130.11 Crores, including ' 5.00 Crores in financial year 2024-25 & the balance Purchase Consideration of ' 195.00 Crores (Previous year ' 200 crore) is payable based on the achievement of agreed Milestones and the said amount has been disclosed as contingent consideration in Other Financial Liabiliies (Refer note 28)
d Events occuring after the balance sheet date
No adjusting or significant non-adjusting events have occurred between the reporting date of authorization of these financial statements.
i. The Company does not have any Benami property, where any proceeding has been initiated or pending against the Company for holding any Benami property.
ii. The Company have not traded or invested in Crypto Currency or Virtual Currency during the financial year.
iii. The Company does not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory period.
iv. 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 company (Ultimate Beneficiaries) or
• Provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.
v. The Company has not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) with the understanding (whether recorded in writing or otherwise) that the Company shall:
• 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
vi. The Company have no such transactions which is not recorded in the books of accounts that has been surrendered or disclosed as income during the year in Tax assessments under Income Tax Act, 1961.
vii. The Company has been sanctioned working capital limits in excess of Rs. Five Crores. The quarterly Return of current assets filed by the company with bank having no material variances with Book of Accounts.
(i) Amalgamation of Udaipur Cement Works Ltd, Hansdeep Industries & Trading Company Ltd & Hidrive Developers and Industries Ltd into & with the Company.
The Board of Directors of the Company, at its Meeting held on 31st July 2024, considered and approved a Composite Scheme of Amalgamation and Arrangement (the "Scheme") for amalgamation of its three subsidiary Companies, viz Udaipur Cement Works Limited, Hansdeep Industries & Trading Company Limited & Hidrive Developers and Industries Limited (collectively the "Amalgamating Companies") into and with the Company. The Scheme has been approved by the Hon'ble National Company Law Tribunal, Jaipur bench ("NCLT") vide its Order dated 12th June, 2025. The said NCLT Order was filed with the Registrar of Companies, Jaipur on July 31,2025 thereby the Scheme becoming effective on that date.
As per the Scheme, the Appointed Date of the Scheme is April 01, 2024. Accordingly, all the Amalgamating Companies stand merged into & with the Company and all the Assets, Liabilities, Reserves and Surplus of the Amalgamating Companies have been transferred to and vested in the Company w.e.f the said Appointed Date of 1st April 2024. Consequently, all the Amalgamating Companies stand dissolved without winding up.
Pursuant to the Scheme, and in accordance with the Share Swap Ratio enshrined therein, the Company will allot 4 Equity Shares of face value and paid-up value of ' 5 each for 100 Equity Shares of face value and paid-up value of '4 each to the eligible Shareholders of the Udaipur Cement Works Limited as on Record Date of August 25, 2025 fixed by Board of Directors. These equity shares have been presented under "Shares Pending Issuance" in the Statement of Changes in Other Equity.
Further, Hansdeep Industries & Trading Company Ltd & Hidrive Developers and Industries Ltd being wholly owned subsidiaries, no consideration was paid for the amalgamation of both these wholly owned subsidiaries into and with the Company.
Pursuant to the Scheme, the Authorised Share Capital of the Company stands increased, by ' 521.51 Crores, from ' 200 Crores to ' 721.51 Crores.
(ii) Accounting Treatment
Since the amalgamated entities are under common control, the accounting of the said amalgamation has been done applying "Pooling of Interest Method" as laid down in Appendix C - 'Business Combinations of Entities under Common Control' of Ind AS 103 notified under Section 133 of the Companies Act read with the Companies (Indian Accounting Standards) Rules, 2015. In accordance with the "Pooling of Interest Method", the Company has recorded all Assets, Liabilities & Reserves attributable to the Three Subsidiaries at their Carrying Value & the difference between the Net Identifiable Assets & the consideration paid for the Merger has been accounted for as Capital Reserve. Further, the previous year's figures have been reinstated considering with the Amalgamation has taken place from the beginning of the preceding period i.e. 1st April 2023 as required under Appendix C of Ind AS 103. However, since Hidrive Developers and Industries Ltd was not under Common Control as on 1st April 2023, the same has been considered from the date on which it came under common control i.e. 30th August 2023.
(v) Exceptional item:
During the year ended March 31,2025, the Company has recognized stamp duty charges payable pursuant to the amalgamation of Amalgamating Companies into and with the Company. These stamp duty charges, being directly attributable to the amalgamation, have been classified and disclosed as an exceptional item in the revised standalone statement of profit and loss.
Note-74 Previous year's figures have been re-grouped / re-classified wherever necessary and figures less than ' 50,000 have been shown as actual in bracket.
As per our report of even date For and on behalf of the Board of Directors
F0r S S KOtHaRI MEHTA & CO LLP VINITA SINGHANIA Chairperson & Managing Director
Chartered Accountants (DIN: 00042983)
Firm Registration No.: 000756N/N500441 SHRIVAIS SII\IGHAI\IIA Dy Managing Director
(DIN: 02359242)
Dr. R.P. SINGHANIA
DEEPAK KUMAR GUPTA (DIN: 00036129)
Partner SUDHIR A. BIDKAR BrHA^AFMUF^^ Directors
Membership No.: 411678 ED (Corporate Affaire) (DIN: 07173244)
SADHU RAM BANSAL
& CFO (DIN: 06471984)
Place: New Delhi AMIT CHAURASIA ARUN KUMAR SHUKLA President & Director
Date: 01st August, 2025 Company Secretary (DIN: 09604989)
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