j. Provisions and Contingent Liabilities
Provisions are recognised when the Company has
a present obligation (legal or constructive) as a
result of a past event, it is probable that an outflow
of resources embodying economic benefits will
be required to settle the obligation and a reliable
estimate can be made of the amount of the
obligation. When the Company expects some or
all of a provision to be reimbursed, for example,
under an insurance contract, the reimbursement
is recognised 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 recognised as a finance cost.
A contingent liability is a possible obligation that
arises from past events whose existence will be
confirmed 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 but is
not recognised because it is not probable that
an outflow of resources embodying economic
benefits will be required to settle the obligation or
the amount of the obligation cannot be measured
with sufficient reliability. The Company does not
recognise a contingent liability but discloses its
existence and other disclosures in notes to the
financial statements, unless the possibility of any
outflow in settlement is remote.
k. Retirement and other employee benefits
Current employee benefits
Employee benefits payable wholly within twelve
months of availing employee services are
classified as current employee benefits. These
benefits include salaries and wages, bonus and
ex-gratia. The undiscounted amount of current
employee benefits such as salaries and wages,
bonus and ex-gratia to be paid in exchange of
employee services are recognized in the period in
which the employee renders the related service.
Post-employment benefits
Defined contribution plans:
Retirement benefit in the form of provident fund
is a defined contribution scheme. A defined
contribution scheme is a post-employment
benefit scheme under which an entity pays
specified contributions to a separate entity and
has no obligation to pay any further amounts. The
Company makes monthly contributions towards
Provident Fund and Employees State Insurance
Corporation ('ESIC'). The contribution is recognized
as an expense in the Statement of Profit and Loss
during the period in which employee renders the
related service. There are no other obligations other
than the contribution payable to the Provident
Fund and Employee State Insurance Scheme.
Defined benefit plan:
The Company operates a defined benefit gratuity
plan, which requires contributions to be made to
separate administered fund. Gratuity liability is
provided for on the basis of an actuarial valuation
done as per projected unit credit method, carried
out by an independent actuary at the end of
the year.
Remeasurements, comprising of actuarial
gains and losses, the effect of the asset ceiling,
excluding amounts included in net interest on
the net defined benefit liability and the return on
plan assets (excluding amounts included in net
interest on the net defined benefit liability), are
recognised immediately in the balance sheet
with a corresponding debit or credit to retained
earnings through OCI in the period in which they
occur. Remeasurements are not reclassified to
profit or loss in subsequent periods.
Past service costs are recognised in profit or loss
on the earlier of:
• The date of the plan amendment or
curtailment, and
• The date that the Company recognises related
restructuring costs.
Net interest is calculated by applying the discount
rate to the net defined benefit liability or asset. The
Company recognises the following changes in the
net defined benefit obligation as an expense in the
Standalone statement of profit and loss:
• Service costs comprising current service
costs, past-service costs, gains and losses on
curtailments and non-routine settlements; and
• Net interest expense or income.
Accumulated leave, which is expected to be utilised
within the next 12 months, is treated as short-term
employee benefit. The Company measures the
expected cost of such absences as the additional
amount that it expects to pay as a result of the
unused entitlement that has accumulated at the
reporting date.
The Company treats accumulated leave expected
to be carried forward beyond twelve months, as
long-term employee benefit for measurement
purposes. Such long-term compensated absences
are provided for based on the actuarial valuation
using the projected unit credit method at the year
end. The Company presents the leave as a short¬
term provision in the balance sheet to the extent
it does not have an unconditional right to defer its
settlement for 12 months after the reporting date.
Where Company has the unconditional legal and
contractual right to defer the settlement for a
period beyond 12 months, the same is presented
as long-term provision.
l. Financial instruments
A financial instrument is any contract that gives
rise to a financial asset of one entity and a financial
liability or equity instrument of another entity.
Financial assets
Initial recognition and measurement
Financial assets are classified, at initial recognition,
as subsequently measured at amortised cost, fair
value through other comprehensive income (oci),
and fair value through profit or loss.
The classification of financial assets at initial
recognition depends on the financial asset's
contractual cash flow characteristics and the
Company's business model for managing them.
With the exception of trade receivables that do
not contain a significant financing component or
for which the Company has applied the practical
expedient, the Company initially measures a
financial asset at its fair value plus, in the case of
a financial asset not at fair value through profit or
loss, transaction costs. Trade receivables that do
not contain a significant financing component or
for which the Company has applied the practical
expedient are measured at the transaction
price determined under Ind AS 115. Refer to the
accounting policies in section (f) Revenue from
contracts with customers.
In order for a financial asset to be classified
and measured at amortised cost or fair value
through OCI, it needs to give rise to cash flows
that are 'solely payments of principal and interest
(SPPI)' on the principal amount outstanding. This
assessment is referred to as the SPPI test and is
performed at an instrument level. Financial assets
with cash flows that are not SPPI are classified
and measured at fair value through profit or loss,
irrespective of the business model.
The Company's business model for managing
financial assets refers to how it manages its
financial assets in order to generate cash flows.
The business model determines whether cash
flows will result from collecting contractual cash
flows, selling the financial assets, or both. Financial
assets classified and measured at amortised
cost are held within a business model with the
objective to hold financial assets in order to collect
contractual cash flows while financial assets
classified and measured at fair value through
OCI are held within a business model with the
objective of both holding to collect contractual
cash flows and selling.
Purchases or sales of financial assets that require
delivery of assets within a time frame established
by regulation or convention in the market place
(regular way trades) are recognised on the trade
date, i.e., the date that the Company commits to
purchase or sell the asset.
Subsequent measurement
For purposes of subsequent measurement,
financial assets are classified in four categories:
• Debt instruments at amortised cost
• Debt instruments at fair value through other
comprehensive income (FVTOCI)
• Debt instruments, derivatives and equity
instruments at fair value through profit or loss
(fvtpl)
• Equity instruments measured at fair value
through other comprehensive income (FVTOCl)
i. Financial asset at amortised cost (debt
instruments)
A 'Financial asset' is measured at the
amortised cost if both the following conditions
are met -
• The asset is held within a business model
whose objective is to hold assets for
collecting contractual cash flows, and
• Contractual terms of the asset give rise on
specified dates to cash flows that are solely
payments of principal and interest (SPPI) on
the principal amount outstanding.
This category is the most relevant to the
Company. After initial measurement, such
financial assets are subsequently measured
at amortised cost using the effective
interest rate (eir) method. Amortised cost
is calculated by taking into account any
discount or premium on acquisition and fees
or costs that are an integral part of the EIR.
The EIR amortisation is included in finance
income in the Statement of Profit and Loss.
The losses arising from impairment are
recognised in the Statement of Profit and
Loss. This category generally applies to trade
and other receivables. For more information
on financial assets refer Note 9 and for trade
receivables refer Note 13.
ii. Financial assets at fair value through Other
Comprehensive Income (FVTOCI)
A 'Financial asset' is classified as at the FVTOCI
if both of the following criteria are met:
• The objective of the business model is
achieved both by collecting contractual
cash flows and selling the financial
assets, and
• The asset's contractual cash flows
represent SPPI.
Debt instruments included within the FVTOCI
category are measured initially as well as at
each reporting date at fair value. Fair value
movements are recognized in the other
comprehensive income (oci). However,
the Company recognizes interest income,
impairment losses & reversals and foreign
exchange gain or loss in the Statement of
Profit and Loss. On derecognition of the asset,
cumulative gain or loss previously recognised
in OCI is reclassified from the equity to the
Statement of Profit and Loss. Interest earned
whilst FVTOCI debt instrument is reported as
interest income using the EIR method.
iii. Financial asset at Fair Value through Profit
or Loss
Financial assets at fair value through profit
or loss are carried in the balance sheet at
fair value with net changes in fair value
recognised in the statement of profit and loss.
This category includes derivative instruments
and listed equity investments which the
Company had not irrevocably elected to
classify at fair value through OCI. Dividends
on listed equity investments are recognised
in the statement of profit and loss when the
right of payment has been established.
Impairment of financial assets
In accordance with Ind AS 109, the Company
applies expected credit loss (ecl) model for
measurement and recognition of impairment
loss on the financial assets which are not fair
valued through Statement of Profit and Loss.
Loss allowance for trade receivables with no
significant financing component is measured
at an amount equal to lifetime ECL at each
reporting date, right from its initial recognition.
For all other financial assets, expected credit
losses are measured at an amount equal to
the 12-month ECL, unless there has been a
significant increase in credit risk from initial
recognition in which case those are measured
at lifetime ECL. If, in a subsequent period,
credit quality of the instrument improves such
that there is no longer a significant increase
in credit risk since initial recognition, then the
entity reverts to recognising impairment loss
allowance based on 12-month ECL.
ECL impairment loss allowance (or reversal)
recognized during the period is recognized as
income/ expense in the Statement of Profit
and Loss. This amount is reflected under the
head 'other expenses' in the Statement of
Profit and Loss.
The Company uses a provision matrix to
determine impairment loss allowance
on portfolio of its trade receivables. The
provision matrix is based on its historically
observed default rates over the expected life
of the trade receivables and is adjusted for
forward-looking estimates. At every reporting
date, the historical observed default rates are
updated and changes in the forward-looking
estimates are analysed.
Initial recognition and measurement
Financial liabilities are classified, at initial
recognition, as financial liabilities at fair value
through Statement of Profit and Loss, loans
and borrowings, payables, or as derivatives
designated as hedging instruments in an
effective hedge, as appropriate.
All financial liabilities are recognised initially
at fair value and, in the case of loans and
borrowings and payables, net of directly
attributable transaction costs.
The Company's financial liabilities include
loans and borrowings, lease liabilities, trade
and other payables.
Subsequent measurement
The measurement of financial liabilities
depends on their classification, as
described below:
• Financial liabilities at fair value through
profit or loss
• Financial liabilities at amortised cost (loans
and borrowings)
Financial liabilities at fair value through
profit or loss
Financial liabilities at fair value through profit
or loss include financial liabilities held for
trading and financial liabilities designated
upon initial recognition as at fair value
through profit or loss.
Financial liabilities are classified as held for
trading if they are incurred for the purpose of
repurchasing in the near term. This category
also includes derivative financial instruments
entered into by the Company that are not
designated as hedging instruments in
hedge relationships as defined by Ind AS 109.
Separated embedded derivatives are also
classified as held for trading unless they are
designated as effective hedging instruments.
Financial liabilities designated upon initial
recognition at fair value through profit or loss
are designated as such at the initial date of
recognition, and only if the criteria in Ind AS
109 are satisfied. For liabilities designated as
FVTPL, fair value gains/ losses attributable to
changes in own credit risk are recognized in
OCI. These gains/ losses are not subsequently
transferred to P&L. However, the Company
may transfer the cumulative gain or loss
within equity. All other changes in fair value of
such liability are recognised in the statement
of profit and loss. The Company has not
designated any financial liability as at fair
value through profit or loss.
Financial liabilities at amortised cost (Loans
and borrowings)
This is the category most relevant to
the Company. After initial recognition,
interest-bearing loans and borrowings are
subsequently measured at amortised cost
using the EIR method. Gains and losses are
recognised in profit or loss when the liabilities
are derecognised as well as through the EIR
amortisation process.
Amortised cost is calculated by taking
into account any discount or premium on
acquisition and fees or costs that are an
integral part of the EIR. The EIR amortisation
is included as finance costs in the Statement
of Profit and Loss.
This category generally applies to borrowings.
For more information refer Note 19.
Derecognition
A financial liability is derecognised when the
obligation under the liability is discharged
or cancelled or expires. When an existing
financial liability is replaced by another from
the same lender on substantially different
terms, or the terms of an existing liability are
substantially modified, such an exchange or
modification is treated as the derecognition
of the original liability and the recognition of
a new liability. The difference in the respective
carrying amounts is recognised in the
Statement of Profit and Loss.
Reclassification of financial assets
The Company determines classification
of financial assets and liabilities on initial
recognition. After initial recognition, no
reclassification is made for financial assets
which are equity instruments and financial
liabilities. For financial assets which are debt
instruments, a reclassification is made only
if there is a change in the business model
for managing those assets and same are
expected to be infrequent. If Company
reclassifies financial assets, it applies the
reclassification prospectively from the
reclassification date which is the first day
of the immediately next reporting period
following the change in business model.
Financial assets and financial liabilities are
offset and the net amount is reported in
the Standalone balance sheet if there is a
currently enforceable legal right to offset the
recognised amounts and there is an intention
to settle on a net basis, to realise the assets
and settle the liabilities simultaneously.
m. Equity vs Financial liability classification
An equity instrument is any contract that evidences
a residual interest in the assets of an entity after
deducting all of its liabilities. Equity instruments
issued by the Company are recognised at the
proceeds received, net of direct issue costs. The
Company classifies a financial instrument issued
by it as equity instrument only if below conditions
are met:
• The instrument includes no contractual
obligations to deliver cash or another financial
asset to another entity. Nor it includes any
obligation to exchange financial asset or
financial liabilities with another entity under
conditions that are potentially unfavourable to
the issuer.
• If the instrument will, or may, be settled in
the Company's own equity instruments, it
is non derivative instrument that includes
no contractual obligation for the Company
to deliver variable number of its own equity
instruments. If the instrument is derivative,
then it should be settled only by the Company
exchanging a fixed amount of cash or another
financial asset for fixed number of its own
equity instruments.
• All other instruments are classified as financial
liability and accounted for using the accounting
policy applicable to the Financial Liabilities.
n. Fair value measurement
The Company measures financial instruments,
such as, derivatives, at fair value at each balance
sheet date.
Fair value is the price 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 fair value measurement
is based on the presumption that the transaction
to sell the asset or transfer the liability takes
place either:
• In the principal market for the asset or liability, or
• In the absence of a principal market, in the most
advantageous market for the asset or liability
The principal or the most advantageous market
must be accessible by the Company.
The fair value of an asset or a liability is measured
using the assumptions that market participants
would use when pricing the asset or liability,
assuming that market participants act in their
economic best interest.
A fair value measurement of a non-financial asset
takes into account a market participant's ability to
generate economic benefits by using the asset in
its highest and best use or by selling it to another
market participant that would use the asset in its
highest and best use.
The Company uses valuation techniques that are
appropriate in the circumstances and for which
sufficient data are available to measure fair value,
maximising the use of relevant observable inputs
and minimising the use of unobservable inputs.
All assets and liabilities for which fair value is
measured or disclosed in the financial statements
are categorised within the fair value hierarchy,
described as follows, based on the lowest
level input that is significant to the fair value
measurement as a whole:
a) Level 1 — Quoted (unadjusted) market prices in
active markets for identical assets or liabilities
b) Level 2 — Valuation techniques for which
the lowest level input that is significant to
the fair value measurement is directly or
indirectly observable
c) Level 3 — Valuation techniques for which the
lowest level input that is significant to the fair
value measurement is unobservable
For assets and liabilities that are recognized in
the financial statements on a recurring basis, the
Company determines whether transfers have
occurred between levels in the hierarchy by re¬
assessing categorization (based on the lowest
level input that in significant to the fair value
measurement as a whole) at the end of each
reporting period.
For the purpose of fair value disclosures, the
Company has determined classes of assets and
liabilities on the basis of the nature, characteristics
and risks of the asset or liability and the level of the
fair value hierarchy as explained above.
o. Cash and cash equivalents
Cash and cash equivalent in the balance sheet
comprise cash at banks and on hand and short¬
term deposits with an original maturity of three
months or less, that are readily convertible to
a known amount of cash and subject to an
insignificant risk of changes in value.
For the purpose of the Statement of Cash flows,
cash and cash equivalents consist of cash and
short-term deposits, as defined above.
p. Segment Reporting
The Company's Managing Director is identified
as Chief Operating Decision maker (CODM) and
CODM reviews and allocates resources for the
business i.e Container Freight Stations services
and accordingly there is single reportable
business segment.
q. Cash dividend and non-cash distribution to
equity holders of the parent
The Company recognises a liability to pay
dividend 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 equity.
Non-cash distributions are measured at the fair
value of the assets to be distributed with fair value
re-measurement recognised directly in equity.
Upon distribution of non-cash assets, any
difference between the carrying amount of the
liability and the carrying amount of the assets
distributed is recognised in the Statement of Profit
and Loss.
r. Earnings per equity share
Basic earnings per share (EPS) amounts is
calculated by dividing the profit for the period
attributable to equity holders of the Company by
the weighted average number of equity shares
outstanding during the period.
Partly paid equity shares are treated as a fraction
of an equity share to the extent that they are
entitled to participate in dividends relative to a
fully paid equity share during the reporting period.
The weighted average numbers of equity shares
outstanding during the period is adjusted for
events such as bonus issue, bonus element in
a right issue, share split and reverse share split
(consolidation of shares) that have changed the
number of equity shares outstanding, without a
corresponding change in resources.
For the purpose of calculating diluted earnings
per share, the net profit of the period attributable
to equity shareholders and the weighted average
number of shares outstanding during the period
are adjusted for the effects of all dilutive potential
equity shares.
s. Share based payments
Equity- settled share-based payments to
employees are measured at the fair value of the
employee stock options at the grant date. The fair
value of option at the grant date is expensed over
the vesting period with a corresponding increase in
equity as “share based payment reserve". In case
of forfeiture of unvested option, portion of amount
already expensed is reversed. In a situation where
the vested option forfeited or expires unexercised,
the related balance standing to the credit of the
“share based payment reserve" are transferred to
the “General Reserve".
When the options are exercised, the Company
issues new fully paid up equity shares of the
Company. The proceeds received and the related
balance standing to credit of the Share Option
outstanding account, are credited to equity share
capital (nominal value) and Securities Premium.
The number of equity shares and potentially
dilutive equity shares are adjusted retrospectively
for all periods presented for any share splits
and bonus shares issues including for changes
effected prior to the approval of the financial
statements by the Board of Directors.
t. Events after reporting period
I f the Company receives information after the
reporting period but prior to the date of approval
for issue, about conditions that existed at the end
of the reporting period, it will assess whether the
information affects the amounts that it recognises
in its separate financial statements. The Company
will adjust the amounts recognised in its financial
statements to reflect any adjusting events after
the reporting period and update the disclosures
that relate to those conditions in light of the new
information. For non-adjusting events after the
reporting period, the Company will not change
the amounts recognised in its separate financial
statements but will disclose the nature of the non¬
adjusting event and an estimate of its financial
effect, or a statement that such an estimate
cannot be made, if applicable.
2.3 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.
During the year ended March 31, 2026, MCA
amended the Companies (Indian Accounting
Standards) Rules, 2025 and the Companies (Indian
Accounting Standards) Rules, 2026, as below:
Ind AS 1- Presentation of Financial Statements
The amendment relates to classification of
liabilities as current or non-current and non¬
current liabilities with covenants and is effective
from April 1, 2025. In the context of classifying a
liability as current, the amendment removes
the requirement of existence of a right to defer
settlement for at least 12 months after the reporting
date and instead requires that the said right should
exist on the reporting date and have substance.
Further, the amendment also introduces guidance
on classification of liabilities with covenants. The
Company has reviewed the amendment and
based on its evaluation determined that it does
not have any impact in its financial statements.
Ind AS 7 - Statement of Cash Flows and Ind AS
107 - Financial Instruments
The amendment relates to disclosure of the
existence of supplier financing arrangements and
is effective from April 1, 2025. The amendment in
Ind AS 7 requires a Company to inform users of
financial statements of the existence of supplier
finance arrangements and explain the nature
of the arrangements, the carrying amount of
liabilities and the range of payment due dates.
The amendment in Ind AS 107 requires a Company
to add supplier finance arrangements as a factor
that may cause concentration of liquidity risk. The
Company has reviewed the amendments and
based on its evaluation determined that it does
not have any impact in its financial statements.
Ind AS 21 - The Effects of Changes in Foreign
Exchange Rates
The amendment is effective from April 1, 2025.
The Company has reviewed the amendment and
based on its evaluation determined that it does
not have any impact in its financial statements.
I. Critical estimates and judgements and
key sources of estimation
The preparation of the Group's consolidated
financial statements requires management to
make judgements, estimates and assumptions
that affect the reported amounts of revenues,
expenses, assets and liabilities, and the
accompanying disclosures, and the disclosure
of contingent liabilities. Uncertainty about these
assumptions and estimates could result in
outcomes that require a material adjustment to the
carrying amount of assets or liabilities affected in
future periods. Some of the significant accounting
judgement and estimates are given below:
a. Determining the lease term of contracts
with renewal and termination options -
Group as lessee
The Group has entered into commercial
property leases for its Container Freight
Stations (cfs) land and building, residential
premises for CEO and and offices. The G
evaluates if an arrangement qualifies to be
a lease as per the requirements of Ind AS 116.
Identification of a lease requires significant
judgment. The Group uses significant
judgement in assessing the lease term and
the applicable discount rate. The Group has
lease contracts which include extension and
termination option and this requires exercise
of judgement by the Company in evaluating
whether it is reasonably certain whether or not
to exercise the option to renew or terminate
the lease. The discount rate is generally based
on the incremental borrowing rate specific to
the lease period.
b. Taxes
I ncome tax expense comprises current tax
expense and the net changes in the deferred
tax asset or liability during the year. Significant
judgements are involved in determining the
provision for income taxes, taxable income
projections for utilization of MAT.
Deferred tax assets are recognized based on
estimated future taxable rate on all deductible
temporary differences, unused tax losses and
carry forward tax credits only if it is probable
that future taxable amounts will be available
to utilize those temporary differences, tax
losses and tax credits. The management
assumes that taxable profits will be available
while recognising deferred tax assets.
c. Defined benefit plans
The cost of the defined benefit gratuity plan
and other post-employment retirement
benefits and the present value of the gratuity
obligation are determined using actuarial
valuations. An actuarial valuation involves
making various assumptions that may differ
from actual developments in the future. These
include the determination of the discount
rate, future salary increases and mortality
rates. Due to the complexities involved in the
valuation and its long-term nature, a defined
benefit obligation is highly sensitive to changes
in these assumptions. All assumptions are
reviewed at each reporting date annually.
The parameter most subject to change is the
discount rate. In determining the appropriate
discount rate for plans operated in India, the
management considers the interest rates of
government bonds in currencies consistent
with the currencies of the post-employment
benefit obligation. The mortality rate is based
on publicly available mortality tables for the
specific countries. Those mortality tables
tend to change only at interval in response
to demographic changes. Future salary
increases are based on expected future
inflation rates. Further details about gratuity
obligations are given in note 34.
d. Revenue recognition
The Company's contracts with customers
could include promises to transfer multiple
services to a customer. The Company
exercises judgement in determining whether
the performance obligation is satisfied at a
point in time or over a period of time. The
Company considers indicators such as how
customer consumes benefits as services
are rendered.
e. Expected credit loss on trade receivables
Trade receivables are typically unsecured
and are derived from revenue earned from
customers. Credit risk has been managed
by the Company through credit approvals,
establishing credit limits and continuously
monitoring the creditworthiness of customers
to which the group grants credit terms in
the normal course of business. On account
of adoption of Ind AS 109, the Company
uses expected credit loss model to assess
the impairment loss. The Company uses
a provision matrix and forward-looking
information and an assessment of the credit
risk over the expected life of the financial
asset to compute the expected credit loss
allowance for trade receivables.
f. Estimation of provisions and contingent
liabilities
The Company exercises judgement in
measuring and recognizing provisions and
the exposures to contingent liabilities which
is related to pending litigation or other
outstanding claims. Judgement is necessary
in assessing the likelihood that a pending
claim will succeed, or a liability will arise,
and to quantify the possible range of the
financial settlement. Because of the inherent
uncertainty in this evaluation process, actual
liability may be different from the originally
estimated as provision or contingent liability,
refer note 34 for details.
17A Terms/ rights attached to equity shares
The Company has only one class of equity shares having par value of I 2 per share. Each holder of equity
shares is entitled to one vote per share. The equity shares are entitled to receive dividend as declared from
time to time. Voting rights cannot be exercised in respect of shares on which any call or other sums payable
have not been paid. Failure to pay any amount called up on shares may lead to forfeiture of the shares.
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."
17B Rights Issue
During the year ended 31st March, 2026, the Company has allotted 3,97,98,999 partly paid-up equity shares
of face value of I 2 each (Rupees Two only) to eligible equity shareholders at an issue price of I 20 per equity
share aggregating to I 79.90 Crore. As on 31st March, 2026, the Company has received I 5 per equity share
on application and balance amount shall be receivable on future calls.
17C Acquisition of Non Controlling Interests
The Board of Directors and shareholders of the Company approved the acquisition of 15% equity stake in
Speedy through a share swap arrangement at their respective meetings held on 17th January, 2025 and
16th February, 2025. Pursuant to this approval, The Company acquired the stake on 16th April, 2025, thereby
making Speedy a wholly owned subsidiary of the Company. The issuance of equity shares by the Company
as consideration under the share swap arrangement was completed on 12th May, 2025.
(iv) Aggregate number of equity shares issued as bonus, shares issued for consideration other than cash
and shares bought back during the period of five years immediately preceding the reporting date
Pursuant to the Scheme of Arrangement under Sections 230 to 232 of the Companies Act, 2013, approved
by the Hon'ble National Company Law Tribunal (NCLT) on January 5, 2023, the Company issued equity
shares to the shareholders of Allcargo Logistics Limited as consideration for the transfer of its Container
Freight Station (cfs) and Inland Container Depot (icd) business to the Company.
Nature and Purpose of Reserves
Retained earnings
Retained earnings represents all accumulated net profit / (loss) that the Company has earned till date,
reduced by all dividends paid to shareholders. The amount is available for distribution to the shareholders.
Capital Reserve
This reserve represents the difference between net assets taken over and shares issuable to the
shareholders of Allcargo Logistics Limited pursuant to demerger. The Capital Reserve is not available
for distribution to shareholders.
Securities premium
Securities premium is used to record the premium received on issue of equity shares. The reserve can
be utilised only for limited purposes such as issuance of bonus shares in accordance with the provisions
of the Companies Act, 2013.
Remeasurements of gains / (losses) on defined benefit plans (OCI)
It comprises of actuarial gains and losses, differences between the return on plan assets and interest
income on plan assets and changes in the asset ceiling (outside of any changes recorded as net interest).
31 Earnings per share (EPS)
(l in Crore, unless otherwise stated)
Basic EPS amounts are calculated by dividing the profit for the year attributable to owners of the Company
by the weighted average number of equity shares outstanding during the year.
Diluted EPS amounts are calculated by dividing the profit attributable to owners of the Company by the
weighted average number of equity shares outstanding during the year plus the weighted average number of
equity shares that would be issued on conversion of all the dilutive potential equity shares into equity shares.
The following table reflects the income and share data used in the basic and diluted EPS computations:
The Company granted share-based payments in the form of Employee Stock Appreciation Rights (ESARs) to
certain employees of Company, subsidiary and joint venture. As at 31st March 2026, none of the ESARs have
vested. On testing, these ESARs were found to be dilutive. Further, convertible warrants issued during the year
have also been considered for assessing the dilution impact. Accordingly, the dilutive effect has been given
in the computation of diluted EPS in accordance with Ind AS 33.
32 Leases:
The Company has lease contracts for containers freight stations (cfs) land and building, office premises
and rent free accommodation provided to employee
Lease for the CFS land and Building have lease terms between 3 and 30 years, while office premises and
rent free accommodation have lease terms between 3 to 5 years
The weighted average incremental borrowing rate of 6.20% to 9.95% has been applied to lease liabilities
recognised in the balance sheet at the date of initial recognition
The Company has certain lease with term of 12 months or less, The group applies "short term lease" recognition
exemption for these leases.
For movement of Right of use assets during the year and carrying amounts as at reporting date, refer Note 6.
The total cash out flow for leases was I 53.76 Crore for the year ended 31st March 2026 (l 41.11 Crore for
the year ended 31st March 2025)
The Company also had non cash additions to right of use assets of I 176.14 Crore as on 31st March 2026
(31st March 2025: Nil) and to lease liabilities of I 168.77 Crore as on 31st March 2026 (31st March 2025: Nil)
33 Employee Benefits Obligations
The Company has classified the various benefits provided to employees as under:
I. Defined Contribution Plans
a. Employers' Contribution to Provident Fund and Employee's Pension Scheme
b. Employers' Contribution to Employee's State Insurance
During the year, the Company has incurred and recognised the following amounts in the Statement of
Profit and Loss for the year ended:
II. Defined Benefit Plan
The Company has a defined benefit gratuity plan (funded). As per Company's defined benefit gratuity
plan every employee who has completed five years or more of service gets a gratuity on resignation or
retirement at 15 days salary (last drawn salary) for each completed year of service.
Notes:
(i) Sales to related parties and concerned balances
Sale of services to related parties are on same terms as applicable to third parties in an arm's length
transaction and in ordinary course of business. The Company mutually negotiates and agrees
pricing and other terms with the related parties by benchmarking with non related parties. Such
sales generally include payment terms requiring related party to make payment within 30 to 60
days from the date of invoice (31 March 2025: within 30 to 60 days from the date of invoice). Trade
receivables outstanding balances are unsecured and interest free. No guarantee or other security
has been received against these receivables. For the year ended 31 March 2026, the Company has
not recorded any impairment on receivables due from related parties (31 March 2025: Nil).
(ii) Services availed from related parties and concerned balances
Services availed from related parties are on the same terms as applicable to third parties in an
arm's length transaction and in the ordinary course of business. The Company mutually negotiates
and agrees purchase price and payment terms with the related parties by benchmarking the same
to purchase transactions with non-related parties entered into by the counter-party and similar
purchase transactions entered into by the Company. Trade payables outstanding balances are
unsecured and interest free. No guarantee or other security has been given against these payables.
The amounts are payable within 30 to 60 days from the date of invoice (31 March 2025: 30 to 60
days from the date of invoice).
(iii) Loan to Key Management Personnel (KMP)
The Company operates loan scheme providing loan to all employees. Under the scheme, the
Chief Executive officer (CEO) has borrowed I 3 Crore repayable within 2 years from the date of
disbursement. Such loans are unsecured, and the interest rate is 10.10%.
(iv) Compensation to Key Management Personnel (KMP)
The amount disclosed in table are the amounts recognised as an expense during the reporting
period related Key management personnel. It includes shared based payment charge recognised
towards Employee Stock Appreciation Rights (ESARs) issued during the year ended 31st March 2025,
there are no new ESARs issued to KMPs in current year.
The Company provides long term retirement benefits in form of gratuity to key managerial personnel
along with all employees, cost of the same is not identifiable separately and hence not disclosed.
(v) Financial Guarantees for related parties
The Company has given financial guarantee to HDFC Limited for providing guarantees to Speedy
Multimodes Limited, Subsidiary Company. The Company earns Corporate Guarantee fee income
at 1% of guarantee facility, on annual basis from Speedy Multimodes Limited.
38 Corporate Social Responsibility
As per section 135 of the Act, CSR committee has been formed by the Company. The funds are utilised
throughout the year on activities which are specified in Schedule VII of the Act. The utilisation is done either by
way of direct contribution towards various activities or by way of contribution to a trust - Avvashya Foundation.
(a) During the year, the Company was required to incur CSR expenditure of I 1.32 Crore (31st March 2025:
I 0.98 Crore ) in accordance with the provisions of the Companies Act, 2013. The Company has utilised
I 0.02 Crore from the excess CSR spend of previous financial years as permitted under the applicable
provisions. Accordingly, the said amount has been set off against the CSR obligation for the current year.
(c) Includes a sum of I 1.09 crore (previous year: I 0.88 Crore) as contribution to a trust Avvashya Foundation,
(where key managerial personnel and relatives are able to exercise significant influence) (refer note
37A)
(d) As per the rules contained and notified under Companies (Corporate Social Responsibility Policy)
Amendment Rules, 2021 as at March 31, 2026 and March 31, 2025, the Company does not have any
unspent Corporate Social Responsibility amount which needs to be transferred to a separate account
maintained with scheduled bank within a period of 30 days from the end of financial year.
39 Fair value hierarchy
The following table provides the fair value measurement hierarchy of the Company's financial assets
and liabilities.
40 Financial risk management objectives and policies
i) The Company's principal financial liabilities, comprise of borrowings, trade and other payables and
financial guarantee contracts. The main purpose of these financial liabilities is to finance the Company's
operations and to provide guarantees to support its operations and operations of the subsidiary. The
Company's principal financial assets mainly include loans to employees / KMPs, trade receivables,
security deposits and cash and bank balances that derive directly from its operations. The Company
also holds investments in mutual funds (debt instruments).
The Company's activities expose it to a variety of financial risks, including market risk, credit risk and
liquidity risk. The Company's primary risk management focus is to minimize potential adverse effects
of market risk on its financial performance. The Company's risk assessment and policies and processes
are established to identify and analyse the risks faced by the Company, to set appropriate risk limits and
controls, and to monitor such risks and compliance with the policies and processes. Risk assessment
and policies and processes are reviewed regularly to reflect changes in market conditions and the
Company's activities. The Board of Directors and the management is responsible for overseeing the
Company's risk assessment policies and processes.
ii) Market Risk
Market risk is the risk that fair values or future cash flows of a financial instrument will fluctuate because
of adverse changes in market rates and prices (such as interest rates and foreign currency exchange
rates) or in the price of market risk-sensitive instruments as a result of such adverse changes in market
rates and prices. Market risk is attributable to all market risk-sensitive financial instruments, investments
in mutual funds. The Company's foreign currency receivables and payables are not material and
borrowings as at reporting date are fixed rates loans. The Company is exposed to market risk primarily
related to interest rate risk and foreign exchange rate risk. Thus, the Company's exposure to market risk
is a function of investing and it's revenue generating and operating activities.
a) Interest rate risk
Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will
fluctuate because of changes in market interest rates. The Company's exposure to the risk of
changes in market interest rates relates primarily to the Company's investments in mutual funds
(debt instruments). The Company has repaid its borrowings at floating interest rates during the year
and borrowings outstanding at reporting date are at fixed rates.
Accordingly, the Company's borrowings does not result into exposure to cash flow interest rate risk as
at the reporting date. The Company continues to monitor its exposure to interest rate fluctuations on
its investments in mutual funds and may consider appropriate risk management strategies such as
diversified investments across multiple mutual funds schemes. regularly monitoring performances,
investing surplus funds in bank fixed deposits with guaranteed fixed rate returns.
iii) Credit risk
Credit risk is the risk that counterparty will not meet its obligations under a financial instrument or
customer contract, leading to a financial loss. The Company is exposed to credit risk from its operating
activities (primarily trade receivables) and from its financing activities, including deposits with banks
and financial institutions, foreign exchange transactions and other financial instruments. The Company
deals with reputed corporate customers, Custom House Agents (CHAs) and Shipping lines.
Trade Receivables
Customer credit risk is managed subject to the Company's established policy, procedures and control
relating to customer credit risk management. Credit quality of a customer is assessed and individual
credit limits are defined in accordance with this assessment. Outstanding customer receivables are
regularly monitored. An impairment analysis is performed at each reporting date on an individual basis
outstanding for more than 6 months. In addition, a large number of minor receivables are clubbed into
homogenous parties and assessed for impairment collectively. The calculation is based on historical
data of credit notes and bad debts. The maximum exposure to credit risk at the reporting date is the
carrying value of each class of financial assets. The Company does not hold collateral as security. The
Company evaluates the concentration of risk with respect to trade receivables and contract assets as
low, as its customers are located in several jurisdictions and industries and operate in largely independent
markets. There is no single customer which contributes more than 10 % of the Company's total revenue.
iv) Liquidity risk
The Company's objective is to maintain a balance between continuity of funding and flexibility through
the use of bank overdrafts, bank loans etc. 100% of the Company's borrowings including current maturities
of non-current borrowings will mature in less than one year at 31 March 2026 (31 March 2025: 10%) based
on the carrying value of borrowings including current maturities of non-current borrowings reflected in
the financial statements. The Company assessed the concentration of risk with respect to refinancing its
debt and concluded it to be low. The Company has access to a sufficient variety of sources of funding
with existing lenders.
Excessive risk concentration
Concentrations arise when a number of counterparties are engaged in similar business activities,
or activities in the same geographical region, or have economic features that would cause their
ability to meet contractual obligations to be similarly affected by changes in economic, political or
other conditions. Concentrations indicate the relative sensitivity of the Company's performance to
developments affecting a particular industry.
I n order to avoid excessive concentrations of risk, the Company's policies and procedures include
specific guidelines to focus on the maintenance of a diversified portfolio. Identified concentrations of
credit risks are controlled and managed accordingly.
41 Capital Management
For the purpose of the Company's capital management, capital includes issued equity capital, securities
premium and all other equity reserves attributable to the equity holders of the Company. The primary
objective of the Company's capital management is to maximise the shareholder value.
The funding requirement is met through a mixture of equity, internal accruals, borrowings.
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 policy is to maintain a stable and strong capital structure with a focus on total equity so
as to maintain investor, creditors and market confidence and to sustain future development and growth
of its business. The Company will take appropriate steps in order to maintain, or if necessary adjust, its
capital structure.
The Company monitors capital using a gearing ratio, which is net debt divided by total capital plus net debt.
The Company includes within net debt, interest bearing borrowings, less cash and cash equivalents.
42 Events after reporting period
The Company has evaluated subsequent events between year ended March 31, 2026 and the date at which
financial statements were approved for issuance i.e. May 21, 2026, and determined that there are no material
events to be disclosed other than those disclosed above.
43 Segment Information
Segments are reported in a manner consistent with the internal reporting provided to the Managing Director
i.e. Chief Operating Decision Maker (CODM) who evaluates the Company's performance and allocates
resources based on an analysis of various performance indicators by reportable segments. The Company
operates under a single reportable segment which is providing container freight station services. Accordingly,
the amounts appearing in these financial statements relate to single operating segment.
45 Other Statutory Information
i) No proceeding has been initiated or pending against the Company for holding any Benami property
under the Benami Transactions (Prohibition) Act, 1988 and rules made thereunder.
ii) The Company has not advanced or loaned or invested funds to any other person or entity, including
foreign entity (Intermediaries) with the understanding that the Intermediary shall:
a) directly or indirectly lend or invest in other person or entity identified in any manner whatsoever by
or on behalf of the Company (Ultimate Beneficiaries) or
b) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.
iii) The Company has not received any funds from any persons or entities, 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.
iv) The Company has not entered any such transaction which is not recorded in the books of account 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.
v) The Company has balances with below mentioned companies struck off under Section 248 of the
Companies Act, 2013:-
vi) The Company has not traded or invested in Crypto currency or Virtual Currency during the financial year.
vii) The Company has not been declared as wilful defaulter by any bank or financial institution or other lender.
viii) There are no charges or satisfaction which is yet to be registered with Registrar of Companies (roc)
beyond the statutory period.
47 Employee share-based payment:
The Company has formulated employee share-based payment schemes with objective to attract and retain
talent and align the interest of employees with the Company as well as to motivate them to contribute to
its growth and profitability. The Company views employee stock options as instruments that would enable
the employees to share the value they create for the Company in the years to come. For the year ended
March 31, 2026 the Company recognised total expenses of I 1.25 Crore (March 31, 2025 - 0.38 Crore) related
to Share based Payment schemes. The Nomination and Remuneration Committee of the Board of Directors
of the Company during the FY 2024-25 had granted 24,87,500 ESARs to the Employees of the Company,
Subsidiary Company and Joint ventures. The necessary accounting for the above has been made in the
books of accounts in the respective years. At present, following employee share-based payment scheme is
in operation, details of which are given below:
The weighted average remaining contractual life for the share options outstanding as at 31st March 2026 was
6.77 years (31st March 2025: 7.77 years).
48 The Company has used accounting softwares for maintaining its books of accounts 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 software, except that with respect to the accounting software, in absence
of Service Organisation Controls (soc) Report there is no independent evidence verifiable as to whether
audit trail feature is enabled for direct changes to the data while using certain access rights that may
be available with service provider (Microsoft). Additionally, the audit trail has been preserved as per the
statutory requirements for record retention, except, in case of accounting software, in absence of SOC
report, we are unable to assess whether audit trail has been preserved as per the statutory requirements
for record retention. The IT general controls and application controls with respect to initiation and recording
of transactions are operating effectively.
49 The Company has received the Assessment Order dated May 06, 2026 under Section 143(3) read with Section
158BC of the Income-tax Act, 1961 for the block period from April 01, 2018 to April 05, 2025 demanding tax of
I 49.35 Crore. Based on its assessment and considering the facts of the case I 0.22 Crore has been recognised
as charge in the books and reported under 'Adjustment for taxes relating to prior periods' under Tax Expense
and for the balance of I 49.13 Crore, the Management believes it has strong position based on past judicial
precedents in its own case and accordingly intends to file appropriate appeal before the relevant authority
within the prescribed timelines.
For Notice related to penalty proceedings, the Management is in process of responding. The impact of same
is not expected to be material.
|