Mar 31, 2024
(d) The Company has only one class of equity shares. The Company declares and pays dividend in Indian rupees. The holders of equity shares are entitled to receive dividend as declared from time to time and are entitled to one vote per share.
(e) 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 dues. The distribution will be in proportion to the number of equity shares held by the shareholders.
1 Special Reserve is created in terms of section 36(1)(viii) of the Income Tax Act, 1961.
2 General Reserve represents the reserve created through annual transfer of net profit at a specified percentage in
accordance with the provisions of the erstwhile Companies Act, 1956. Consequent to the introduction of the Companies Act, 2013 (''the Act''), the requirement to mandatory transfer a specified percentage of its profit to General Reserve has been withdrawn, though the Company may voluntarily transfer such percentage of its profits for the financial year, as it may consider appropriate. This reserve can be utilised in accordance with the provisions of the Act.
3 Debenture Redemption Reserve is created in accordance with section 71 of the Act in respect of Non-Convertible Debentures issued in F.Y 2016-17. This reserve shall be utilised in accordance with the provisions of the Act.
4 Retained Earnings represents the undistributed profit / amount of accumulated earnings of the Company.
5 Remeasurement of defined benefit plans comprises actuarial gains and losses which are recognised in other
comprehensive income and then immediately transferred to retained earnings.
i) Non-Convertible Debentures (NCD)
a. It is secured by first pari passu charge on Land at Guawahati ( Assam ) in favor of Debenture Trustee such that minimum asset cover of 1.5 times is maintained at all times during the Tenor of the NCD.
b. The rate of interest is 10% p.a. payable on 30th November every year.
c. The principal amount is to be repaid at the time of maturity on 30th November, 2026.
ii) Term loan from Union Bank of India
a. i. It is secured by way of 1st charge over the 28.31 acres of Shristinagar Guwahati Phase 1 project land and all moveable and immoveable fixed assets both present and future.
a. ii. There is exclusive charge by way of hypothecation on the receivables arising out of the sales of the project.
b. The rate of interest is fixed as 1 year MCLR 3.25%.
c. Repayment of term loan shall be in 12 quaterly installment of Rs. 326.50 lakhs per quater commencing from 30-06-2022. Deferred interest as per Covid-19 guidelines of Rs. 189.00 lakhs is to be repaid as on 30-03-2025.
iii) Term loan from DBS Bank (previously Lakshmi Vilas Bank)
Pursuant to One Time Settlement (OTS) with DBS Bank India Limited, the company has fully paid an amount of Rs. 4153.64 lakhs to the bank. Refer note 31(25).
iv) Term loan from bank for vehicles
a. It is secured by way of hypothecation of vehicles.
b. The loan is to be repaid through 60 EMI of Rs. 0.21 lakhs starting from 7.11.2020.
v) Term loan from Indian bank under IND GECLS 2.0
a. Sanction amount is Rs. 100 Lakhs.
b. Rate of interest is 1 year MCLR 1%.
c. Purpose is to meet working capital requirement.
d. Tenure is maximum 60 months including moratorium period of 12 months.
e. Interest during moratoriom period to be serviced monthly and Rs.2.46 Lakhs repayable in 48 EMIs after initial moratorium period of 12 months.
f. The loans are secured by way of-
a) Primary: First pari-passu charge on current assets of the company.
b) Collateral: First pari-passu charge on pledge over 30,80,000 shares of SIDCL.
c) First pari-passu charge on all the fixed assets, movable and immovable of the company.
d) First pari-passu charge over three (3) residential apartments - Flat no. 3B, Flat no. 4A-1 and Flat no. 5C-1 & C-2 at project ''V''
New Town, North 24 Parganas, West Bengal.
e) Personal gurantees of Mr. Hari Prasad Kanoria and Mr. Sujit Kanoria.
f) Corporate guarantee of M/s Pranja Vidya Bharti Pvt. Ltd.
vi) Term loan from Srei Equipment Finance Limited (SREI)
a) There are two loans outstanding from SREI amounting to Rs. 20,000 lakhs and Rs. 5,000 lakhs.
b) The loans are secured by way of-
i) Residual charge on all assets present and future of the company.
ii) Residual charge by way of assignment or creation of security interest on all the right, title, interest, benefits, claims and demands
whatsoever of the company.
iii) Exclusive charge on land admeasuring 10912.80 sq mts out of total land of 32374.60 sq mts situated at Premises AA II/CBD/ 2(Erstwhile Plot No. CBD 2 in action area II) in street no. M.A.R. situated at New Town P.S. Rajarhat .
iv) Pledge of all investments of the company except Bengal Shristi Infrastructure Development Limited.
c) For the loan of Rs. 20,000 lakhs the effective interest rate is 10% p.a. compounded monthly and payable quarterly and for the loan of Rs. 5,000 lakhs the effective interest rate is 12% p.a. compounded monthly and payable quarterly.
d) The loans are to be repaid in 10 half yearly installments commencing at the end of 10th year from the date of first disbursement.
Working capital loan from bank is secured by way of
(i) Primary: First pari-passu charge on current assets of the company.
(ii) Collateral: First pari-passu charge on pledge over 30,80,000 shares of SIDCL.
(iii) First pari-passu charge on all the fixed assets, movable and immovable of the company.
(iv) First pari-passu charge over three (3) residential apartments - Flat no. 3B, Flat no. 4A-1 and Flat no. 5C-1 & C-2 at project ''V'' New Town, North 24 Parganas, West Bengal.
(v) Personal gurantees of Mr. Hari Prasad Kanoria and Mr. Sujit Kanoria.
(vi) Corporate guarantee of M/s Pranja Vidya Bharti Pvt. Ltd.
Funded Interest Term Loan
Refer Note 17(i)(a)(iii) for nature of securities.
Current maturities of long term debt
Refer Note 17(i)(a) for nature of security and terms of repayment.
The company has restructured the working capital facilities from consortium of banks by paying off the past liabilities, persuance to which all the members of said consortium have issued revised sanction letters enumerating therewithin the approved repayment plan.
|
1. Contingent liabilities (to the extent not provided for) ( ^ in lakhs) LAJ |
|||
|
Sl. No. |
Particulars |
As at 31st March, 2024 |
As at 31st March, 2023 |
|
Contingent liabilities : |
|||
|
(i) |
Claims against the Company not acknowledged as debts : |
||
|
a) Work contract tax demand - under appeal |
1,433.62 |
1,433.62 |
|
|
b) Service tax demand - under appeal |
712.77 |
712.77 |
|
|
c) ESI demand - under appeal |
123.55 |
123.55 |
|
|
d) Others |
893.96 |
1,064.57 |
|
|
(ii) |
Bank Guarantees |
204.68 |
307.64 |
|
(iii) |
Corporate Guarantees |
97,877.68 |
97,877.68 |
(B) The amounts shown in (i) above represent the best possible estimates arrived at on the basis of available information. The uncertainties and timing of the cash flows are dependent on the outcome of different legal processes which have been invoked by the Company or the claimants, as the case may be and, therefore, cannot be estimated accurately. The Company does not expect any reimbursement in respect of above contingent liabilities.
(C) Corporate guarantee of Rs. 72,522.05 lakhs (previous year Rs. 72,522.05 lakhs) was given by the Company for loan granted by the lenders to its erstwhile Subsidiary, Sarga Hotel Private Limited and Rs. 25,355.63 lakhs (previous year Rs. 25,355.63 lakhs) for its erstwhile associate, Suasth Health Care Foundation. The lenders have filed an application under Section 7 of IBC for the corporate guarantee extended by the Company for the debt of Sarga Hotel Private Ltd which is being contested and pending before Hon''ble NCLT, Kolkata. Subsequent to such application the Resolution Plan in respect of Sarga Hotel Private Limited has already been approved by Hon''ble NCLT, Kolkata. Hon''ble NCLT, Kolkata has further approved Resolution Plan in respect of Suasth Health Care Foundation vide Order dated 18.12.2023.
In the opinion of the management, no provision is considered necessary for the disputes mentioned above on the ground that there are fair chances of successful outcome of the appeals.
2. On the basis of available information and memorandum received from its suppliers (as required to be filed by the suppliers with the notified authority under the Micro, Small and Medium Enterprises Development Act, 2006) claiming their status as on 31st March, 2024 as micro, small and medium enterprises, the amount due to micro and small enterprises as per requirement of Section 22 of the Micro, Small and Medium Enterprises Development Act, 2006 is Rs. 10.51 lakhs (31st March 2023 - Rs. 12.51 lakhs). ( * in |akhc)
As per Indian Accounting Standard - 19 "Employee Benefits", the disclosures of Employee Benefits are as follows:
a) Defined Contribution Plan :
Employee benefits in the form of Provident Fund and Employee State Insurance Corporation (ESIC) are considered as defined contribution plan.
The contributions to the respective fund are made in accordance with the relevant statute and are recognised as expense when employees have rendered service entitling them to the contribution. The contributions to defined contribution plan, recognised as expense in the Statement of Profit and Loss are as under :
b) Defined Benefit Plans/Long Term Compensated Absences :Description of Plans
The gratuity plan is governed by the Payment of Gratuity Act, 1972. Under the said Act, an employee who has completed five years of service is entitled to specific benefit. The Gratuity plan provides a lumpsum payment to employees at retirement, death, incapacitation or termination of employment. The level of benefits provided depends on the member''s length of service and salary at retirement age etc.
Gratuity Benefits and Leave Encashment Benefits are unfunded in nature. The liabilities arising in the Defined Benefit Schemes are determined in accordance with the advice of independent, professionally qualified actuaries, using the projected unit credit method at the year end.
The following tables summarise the components of net benefit expense recognised in the Statement of Profit and Loss and amounts recognised in the Balance Sheet for the said plan:
The sensitivity analyses above has been determined based on a method that extrapolates the impact on defined benefit obligation as a result of reasonable changes in key assumptions occurring as at the balance sheet date.
All sensitivities are calculated using the same actuarial method as for the disclosed present value of the defined benefits obligation at year end.
c) Risks related to defined benefit plans:
The main risks to which the Company is exposed in relation to operating defined benefit plans are :
i) Mortality risk: The assumptions adopted by the Company make allowances for future improvements in life expectancy. However, if life expectancy improves at a faster rate than assumed, this would result in greater payments from the plans and consequently increases in the plan''s liabilities. In order to minimise this risk, mortality assumptions are reviewed on a regular basis.
ii) Interest Rate Risk: The present value of Defined Benefit Plans liability is determined using the discount rate based on the market yields prevailing at the end of reporting period on Government bonds. A decrease in yields will increase the fund liabilities and vice-versa.
iii) Salary cost inflation risk: The present value of the defined benefit plan liability is calculated with reference to the future salaries of participants under the Plan. Increase in salary due to adverse inflationary pressures might lead to higher liabilities.
i) The following are the assumptions used to determine the benefit obligation:
a) Discount rate: The yield of government bonds are considered as the discount rate. The tenure has been considered taking into account the past long term trend of employees'' average remaining service life which reflects the average estimated term of the post - employment benefit obligations.
b) Rate of escalation in salary : The estimates of rate of escalation in salary, considered in actuarial valuation, take into account inflation, seniority, promotion and other relevant factors including supply and demand in the employment market. The above information is certified by the actuary.
c) Rate of return on plan assets: Not applicable as plans are not funded.
d) Attrition rate : Attrition rate considered is the management''s estimate based on the past long- term trend of employee turnover in the Company.
ii) The Gratuity and Provident Fund expenses have been recognised under " Contribution to Provident and Other Funds" and Leave Encashment under "Salaries and Wages" under Note No. 26.
5. Details of Loan, guarantee and Investments covered under Section 186 (4) of the Companies Act, 2013 :
1) The details of the loans given by the company are mentioned in Note 12.
2) The details of the Investments made by the company are mentioned in Note 5.
3) The details of the corporate guarantee given by the company are mentioned in Note 31(1).
The loans, investments and guarantees given/made by the company are for business purposes only.
The Company''s business activity primarily falls within a single business segment i.e. Construction and Infrastructure development, in term of Ind AS 108 on Operating Segment. All the activities of the Company revolve around the main business. As such there are no separate reportable segments as per requirements of Accounting Standard (Ind AS- 108) on operating segment. Further, the Company operates only in India, hence additional information under geographical segments is also not applicable. The Managing Director of the Company has been identified as the Chief Operating Decision Maker (CODM). The Chief Operating Decision Maker also monitors the operating results as one single segment for the purpose of making decisions about resource allocation and performance assessment and hence, there are no additional disclosures to be provided other than those already provided in the financial statements. The Company operated only in India during the year ended 31st March, 2024 and 31st March, 2023. Revenue from one customer amounted to more than 10% of the total revenue amounting to Rs.Nil (31st March 2023 - Nil).
B. Fair value hierarchy
The fair value of the financial assets and financial liabilities are included at the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale.
Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities.
Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly.
Level 3: Inputs for the assets or liabilities that are not based on observable market data (unobservable inputs).
Fair value of cash and cash equivalents, other bank balances, trade receivables, loans and other current financial assets, short term borrowings from body corporates, trade payables and other current financial liabilities is considered to be equal to the carrying amounts of these items due to their short-term nature.
Where such items are non-current in nature, the same has been classified as Level 3 and fair value determined using adjusted net asset value method. Similarly, unquoted equity instruments where most recent information to measure fair value is insufficient, or if there is a wide range of possible fair value measurements, cost has been considered as the best estimate of fair value.
There has been no change in the valuation methodology for Level 3 inputs during the year. The Company has not classified any material financial instruments under Level 3 of the fair value hierarchy. There were no transfers between Level 1 and Level 2.
The following tables provide the fair value hierarchy of the Company''s assets and liabilities measured at fair value on a recurring basis:
11. Financial risk management objectives and policies :
The Company''s activities expose it to market risk, liquidity risk and credit risk. The Company''s Board of Directors has overall responsibility for the establishment and oversight of the Company''s risk management framework. This note explains the sources of risk which the entity is exposed to and how the entity manages the risk and the related impact in the financial statements.
Credit risk is the risk that a counterparty will not meet its obligations under financial instrument or a customer contract leading to a financial loss. The Company is exposed to credit risk from its operating activities primarily trade receivables and security deposit and from its financing activities including deposits placed with banks. Credit risk from balances with bank and other financial instrument is managed in accordance with company''s policies. Surplus funds are parked only in approved invesment categories with well defined limits. Investment category is periodically reviewed by the Board of Directors of the Company.
Credit risk arising from balances with banks and other cash equivalents is limited and no collaterals are held against these because the counterparties are banks and recognised financial institutions with high credit ratings assigned by credit rating agencies.
Loans and other financial assets measured at amortized cost includes loans to related parties, security deposits and others. Credit risk related to these financial assets are managed by monitoring the recoverability of such amounts continuously, while at the same time internal control system is in place to ensure that the amounts are within defined limits.
Customer credit risk is managed as per company''s established policy, procedure and control related to credit risk management. Credit quality of the customer is assessed based on his previous track record. Outstanding customer receivables are regularly monitored. An impairment analysis is performed at each balance sheet date on an individual basis for major customers. In addition, a large number of minor receivables are grouped into homogenous groups and assessed for impairment collectively. Assets are written off when there is no reasonable expectation of recovery. The Company continues to engage with parties whose balances are written off and attempts to enforce repayment. Recoveries made are recognized in statement of profit and loss. The maximum exposure to credit risk at the balance sheet date is the carrying value of each class of financial assets.
The Company assesses and manages credit risk of financial assets on the basis of assumptions, inputs and factors specific to the class of financial assets. The Company provides for expected credit loss on Cash and cash equivalents, other bank balances, investments, loans, trade receivables and other financial assets based on 12 months expected credit loss/life time expected credit loss/ fully provided for. Life time expected credit loss is provided for trade receivables.
Expected credit loss for trade receivables under simplified approach
In respect of trade receivables, the Company considers provision for lifetime expected credit loss. Given the nature of business operations, the Company''s trade receivables has low credit risk. Further, historical trends indicate any shortfall between such deposits held by the Company and amounts due from customers have been negligible. Hence, no loss allowances using life time expected credit loss model is required other than as disclosed in Note 6.
(b) Liquidity risk
Liquidity risk is defined as the risk that the company will not be able to settle or meet its obligation on time or at reasonable price. Prudent liquidity risk management implies maintaining sufficient cash and the availability of funding through an adequate amount of committed credit facilities to meet obligations when due. Due to the nature of the business, the Company maintains flexibility in funding by maintaining availability under committed facilities. Management monitors rolling forecasts of the Company''s liquidity position and cash and cash equivalents on the basis of expected cash flows. The Company takes into account the liquidity of the market in which the entity operates.
Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of change in market prices. Market rate risk comprises of currency risk, interest rate risk and other price risk such as equity price risk and commodity risk.
Foreign currency risk is the risk of impact related to fair value of future cash flows if an exposure in foreign currency, which fluctuate due to change in foreign currency rate. The Company has no international transactions and is not exposed to foreign exchange risk.
Interest rate risk is the risk that an upward movement in the interest rate would adversely effect the borrowing cost of the company. The company manages its interest rate risk by regular monitoring and taking necessary actions as are necessary to maintain an appropriate balance.
The Company''s fixed rate borrowings are carried at amortised cost. They are, therefore, not subject to interest rate risk as defined in Ind AS 107, since neither the carrying amount nor the future cash flows will fluctuate because of a change in market interest rates.
The company''s fixed deposits, interest bearing security deposits and loans are carried at fixed rate. Therefore, not subject to interest rate risk as defined in Ind AS 107, since neither the carrying amount nor the future cash flows will fluctuate because of a change in market interest rates.
Price risk is the risk that the fair value of financial instrument will fluctuate due to change in market traded price. The Company has no exposure to price risk arises from investments held and classified as FVTPL.
12. Capital Management (a) Risk management
For the purpose of the Company''s capital management, capital includes issued equity capital and all other equity reserves attributable to the equity shareholders of the Company. The Company''s objective when managing capital is to safeguard its ability to continue as a going concern so that it can continue to provide returns to shareholders and other stake holders and maintain an optimal capital structure to reduce the cost of Capital.
The Company manages its capital structure and makes adjustments in light of changes in the financial condition and the requirements of the financial covenants. To maintain or adjust the capital structure, the Company may adjust the dividend payment to shareholders, return capital to shareholders (buy back its shares) or issue new shares.
In order to achieve this overall objective, the Company''s capital management, amongst other things, aims to ensure that it meets financial covenants attached to the interest-bearing loans and borrowings that define capital structure requirements. The Company has complied with these covenants.
14. Additional Regulatory Information:
(a) The Company does not have any benami property, where any proceeding has been initiated or pending against the Company for holding any benami property.
(b) The Company has not traded or invested in Crypto currency or Virtual Currency during the year.
(c) 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: a) 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 b) provide any guarantee, security or the like to or on behalf of the ultimate beneficiaries.
(d) 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: 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.
(e) The Company does not have any such transaction which is not recorded in the books of accounts 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.
(f) The Company has complied with the number of layers prescribed under clause (87) of section 2 of the Act read with the Companies (Restriction on number of Layers) Rules, 2017.
(g) The Company has been maintaining its books of accounts in the Farvision which has feature of recording audit trail of each and every transaction, creating an edit log of each change made in books of account along with the date when such changes were made and ensuring that the audit trail cannot be disabled, throughout the year as required by proviso to sub rule (1) of rule 3 of The Companies (Accounts) Rules, 2014 known as the Companies (Accounts) Amendment Rules, 2021. However, the audit trail feature is not enabled for direct changes to data in the underlying database and in the application when using certain privileged access rights. The Company as per its policy has not granted privilege access for change to data in the underlying database as evident from the manual log being maintained in this regard and further privilege access rights to application are restricted only to specific authorised users for which audit trail exists except in certain debugging cases.
(h) Disclosure of quarterly statements submitted to banks for borrowings against security of current assets:
The company has borrowings against security of current assets (Refer Note 17). The company has restructured the working capital facilities from consortium of banks by paying off the past liabilities, persuance to which all the members of said consortium have issued revised sanction letters enumerating therewithin the approved repayment plan. As the repayment plan has been approved by bank, there is no requirement of submission of Quarterly statement of current assets to the Banks for the current financial year ended 31st March, 2024.
(i) Details of transactions with companies struck off u/s 248 of the Companies Act, 2013:
There were no transactions made with any struck off company during the current financial year ended 31st March 2024 (31st March, 2023: Nil)
(j) Registration of charges or satisfaction with Registrar of Companies (ROC):
There is no creation of charge or satisfaction pending to be registered with ROC beyond 31st March, 2024:
* Reason for variances have been given only for the variances ( /-) 25%
# There is no Return on Investment made in subsidiaries, associate and joint venture.
(n) Disclosure required under Additional regulatory information as prescribed under paragraph WB to general instructions for preparation of Balance Sheet under Schedule III to the Companies Act, 2013 are not applicable to the Company except as disclosed in Para 14(a) to (m) above.
15. In an arbitration dispute between Rishima SA Investments LLC, Mauritius ("Claimant") and the Company, the Arbitration Tribunal (constituted by ICC, Singapore) issued a Partial Award ("Partial Award") dated 30th April, 2019 and Final Award ("Final Award") dated 12th July, 2020 in favour of the Claimant for payment of an amount of Rs. 76,100 Lakhs together with interest calculated till 30th April, 2019 amounting to Rs. 1,390 Lakhs. The Award further states that in case the aforesaid amount is declared unenforceable in whole or in part by any Court or Tribunal the Company shall make payment of Rs. 16,020 Lakhs to the Claimant together with interest calculated till 30th April, 2019 amounting to Rs. 2,621 Lakhs in lieu of shares so held in Sarga Hotel Pvt. Ltd., an earstwhile subsidiary of the Company. The Arbitration Tribunal has further awarded aggregate costs, damages, etc. of Rs. 1,808 Lakhs in favour of the Claimant.
The Claimant has in the meantime already approached Hon''ble High Court of Delhi for enforcement of the Partial Award which is pending. The Company has filed objection to the enforcement of the awards. Based on a legal opinion, no provision has been considered necessary in the accounts.
16. In the matter of Sarga Hotel Private Limited, an earstwhile material subsidiary of the company, Corporate Insolvency Resolution Process (''CIRP'') was initiated w.e.f. 11th February 2022 on a petition u/s 7 of the Insolvency and Bankruptcy Code, 2016 (''Code'') by Yes Bank Limited, one of the financial creditors of the Company before Hon''ble NCLT, Kolkata. Mr. Avishek Gupta (IP Registration No. IBBI/IPA-003/IP -N000135/2017-2018/11499) was appointed as Resolution Professional ("RP") to manage the affairs of the Company in accordance with the provisions of the Code. Subsequently, the order from Hon''ble NCLT Kolkata bench was pronounced, wherein the resolution plan was approved and the company''s petition stood disposed off.
Further, against the above order, an appeal was filed with Hon''ble NCLAT, New Delhi which on 4th of January 2024 passed an order upholding the aforesaid Hon''ble NCLT-Kolkata order and disposed off the appeal.
To the above Hon''ble NCLAT-New Delhi order, the company has filed Civil Appeals in the Hon''ble Supreme Court of India, which is presently in admission stage.
17. In the matter of Sarga Udaipur Hotels & Resorts Private Limited, a subsidiary of the company, CIRP is initiated w.e.f. 29th April 2022 on the application under Section 10 of the Insolvency and Bankruptcy Code, 2016 and Mr. Rajesh Lihala (IP Registration No. IBBI/IPA-001/IP-P00525/2017-18/10950) was appointed as Resolution Professional ("RP") to manage affairs of the Company in accordance with the provisions of the Code.
Subsequently, on 14th of March 2024 Mr. Vikram Kumar bearing IP Registration No.IBBI/IPA-001/IP-P00082/2017-2018/10178 was appointed as RP.
In veiw of above interest income on loan given to Shristi Urban Infrastructure Development Limited, a subsidiary of the Company which is holding company of Sarga Udaipur Hotels and Resorts Private Limited has not been recognised with effect from 1st of July 2023 as a matter of prudence.
18. The company has defaulted in payment of interest on term loan from Srei Equipment Finance Limited amounting to Rs. 4707.94 Lakhs till 31st March 2024. Further, Interest amounting to Rs. 2579.28 Lakhs for the year ended 31st March 2024 have not been provided on above term loan considering the matter mentioned in point no. 21 below.
19. Certain balances of Trade Receivables, Trade payables etc. are subject to confirmation/reconciliation.
20. Corporate guarantee of Rs. 72,522.05 lakhs was given by the Company for loan granted by the lenders to its earstwhile Subsidiary, Sarga Hotel Private Limited and Rs. 25,355.63 lakhs for its erstwhile associate, Suasth Health Care Foundation. The lenders have filed an application under Section 7 of IBC for the corporate guarantee extended by the Company for the debt of Sarga Hotel Private Ltd which is being contested and pending before Hon''ble NCLT, Kolkata. Subsequent to such application the Resolution Plan in respect of Sarga Hotel Private Limited has already been approved by Hon''ble NCLT, Kolkata. Hon''ble NCLT, Kolkata has further approved Resolution Plan in respect of Suasth Health Care Foundation vide Order dated 18.12.2023.
21. An application is filed by Srei Equipment Finance Limited (''the Lender") through its Administrator Mr. Rajneesh Sharma against the Company and others before the Hon''ble National Company Law Tribunal("NCLT"), Kolkata Bench under Section 60(5) and Section 66 of the Insolvency & Bankruptcy Code, 2016 ("Code") vide LA. NO. OF 2022 IN C.P. IB/294/KB/ 2021 intimation of which is given in terms of Regulations 30 & 51 of SEBI (Listing and Disclosure Requirements) Regulations 2015 ("SEBI Regulations") (as amended) vide our letter no. SIDCI/Sect/2022-23/041 dated August 2,2022 which is pending and being contested.
22. Asset cover in respect of non-convertible debenture (NCD) is more than hundred and fifty percent of principal outstanding. It is secured by way of First Pari Passu charge on Land at Guawahati ( Assam ) in favor of Debenture Trustee.
23. Pursuant to One Time Settlement with DBS Bank India Limited, the company has fully paid an amount of Rs. 4153.64 lakhs till 15th February 2024.
24. The company has incurred losses during consecutive last three years and net worth as on 31st March, 2024 has been fully eroded. The same happened due to impact of COVID in last few years on operations of the Company. The Company has restructured its debt and the effect of the same will be reflected in future. The management is confident of generating operational profits from current financial year onwards, in view of the robust economic activities and traction in real estate segment and hence the financial statements of the company has been prepared on the Going-Concern Basis.
25. Exceptional Item as appearing in the statement of profit and loss for the year ended 31st March 2024 represents an income amounting to Rs. 3710.13 lakhs towards One Time Settlement with DBS Bank India Limited.
26. Other income includes Rs.764.69 lakhs on account of liability no longer required written back during the year ended 31st March, 2024.
27. The previous year''s figures have been regrouped, rearranged and reclassified wherever necessary. Amounts and other disclosures for the preceding year are included as an integral part of the current year financial statements and are to be read in relation to the amounts and other disclosures relating to the current year.
Mar 31, 2023
a) Provisions are recognized only when there is a present obligation, as a result of past events and when a reliable estimate of the amount of obligation can be made at the reporting date. These estimates are reviewed at each reporting date and adjusted to reflect the current best estimates. Provisions are discounted to their present values, where the time value of money is material.
b) Contingent liability is disclosed for possible obligations which will be confirmed only by future events not wholly within the control of the Company or present obligations arising from past events where it is not probable that an outflow of resources will be required to settle the obligation or a reliable estimate of the amount of the obligation cannot be made.
c) Contingent assets are neither recognized nor disclosed except when realisation of income is virtually certain, related asset is disclosed.
d) Provisions, contingent liabilities and contingent assets are reviewed at each balance sheet date.
Short-term employee benefits in respect of salaries and wages, including non-monetary benefits are recognised as an expense at the undiscounted amount in the Statement of Profit and Loss for the year in which the related service is rendered.
b) Defined contribution plans
Company''s Contributions to Provident are charged to the Statement of Profit and Loss in the year when the contributions to the respective funds are due.
Gratuity is in the nature of a defined benefit plan. The cost of providing benefits under the defined benefit obligation is calculated on the basis of actuarial valuations carried out at reporting date by independent actuary using the projected unit credit method. Service costs and net interest expense or income is reflected in the Statement of Profit and Loss. Gain or Loss on account of re-measurements are recognised immediately through other comprehensive income in the period in which they occur.
The employees of the Company are entitled to compensated leave which is recognised as an expense in the statement of profit and loss account as and when they accrue. The liability is calculated based on actuarial valuation using projected unit credit method. These benefits are unfunded.
Investment in subsidiaries, associates and joint ventures are carried at cost as at the transition date i.e, 1st April, 2016.
Financial assets and financial liabilities are recognised when the Company becomes a party to the contractual provisions of the relevant instrument and are initially measured at fair value. Transaction costs that are directly attributable to the acquisition or issue of financial assets and financial liabilities (other than financial assets and financial liabilities measured at fair value through profit or loss) are added to or deducted from the fair value on initial recognition of financial assets or financial liabilities.
i) Financial Assets
Financial assets are initially recognised at transaction price when the Company becomes party to contractual obligations. The transaction price includes transaction costs unless the asset is being fair valued through the Statement of Profit and Loss.
(b) Classification
Management determines the classification of an asset at initial recognition depending on the purpose for which the assets were acquired. The subsequent measurement of financial assets depends on such classification.
Financial assets are classified as those measured at:
1) amortised cost, where the financial assets are held solely for collection of cash flows arising from payments of principal and/or interest.
2) fair value through other comprehensive income (FVTOCI), where the financial assets are held not only for collection of cash flows arising from payments of principal and interest but also from the sale of such assets. Such assets are subsequently measured at fair value, with unrealised gains and losses arising from changes in the fair value being recognised in other comprehensive income.
3) fair value through profit or loss (FVTPL), where the assets does not meet the criteria for categorization as at amortized cost or as FVTOCI. Such assets are subsequently measured at fair value, with unrealised gains and losses arising from changes in the fair value being recognised in the Statement of Profit and Loss in the period in which they arise.
However, in respect of particular investments in equity instruments that would otherwise be measured at fair value through profit or loss, an irrevocable election at initial recognition may be made to present subsequent changes in fair value through other comprehensive income.
The Company assesses at each reporting date whether a financial asset (or a group of financial assets) held at amortised cost and financial assets that are measured at fair value through other comprehensive income are tested for impairment based on evidence or information that is available without undue cost or effort. Expected credit losses are assessed and loss allowances recognised if the credit quality of the financial asset has deteriorated significantly since initial recognition.
Financial assets are derecognised when the right to receive cash flows from the assets has expired, or has been transferred, and the Company has transferred substantially all of the risks and rewards of ownership. If the asset is one that is measured at:
(i) amortised cost, the gain or loss is recognised in the Statement of Profit and Loss;
(ii) fair value through other comprehensive income, the cumulative fair value adjustments previously taken to reserves are reclassified to the Statement of Profit and Loss unless the asset represents an equity investment in which case the cumulative fair value adjustments previously taken to reserves is reclassified within equity.
Borrowings, trade payables and other financial liabilities are initially recognised at the value of the respective contractual obligations. They are subsequently measured at amortised cost. Financial liabilities are derecognised when the liability is extinguished, that is, when the contractual obligation is discharged, cancelled and on expiry.
Equity instruments are recognised at the value of the proceeds, net of direct costs of the capital issue.
Financial assets and liabilities are offset and the net amount is included in the Balance Sheet where there is a legally enforceable right to offset the recognised amounts and there is an intention to settle on a net basis or realise the asset and settle the liability simultaneously.
Dividends paid (including income tax thereon) is recognised in the period in which the interim dividends are approved by the Board of Directors, or in respect of the final dividend when approved by shareholders.
Fair value is a market-based measurement, not an entity-specific measurement. Under Ind AS, fair valuation of financial instruments is guided by Ind AS 113 "Fair Value Measurement" (Ind AS - 113).
For some assets and liabilities, observable market transactions or market information might be available. For other assets and liabilities, observable market transactions and market information might not be available. However, the objective of a fair value measurement in both cases is the same â to estimate the price at which an orderly transaction to sell the asset or to transfer the liability would take place between market participants at the measurement date under current market conditions.
In determining the fair value of financial instruments, the Company uses a variety of methods and assumptions that are based on market conditions and risks existing at each balance sheet date.
The Company uses the following hierarchy for determining and disclosing the fair value of financial instruments by valuation technique:
Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities.
Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly.
Level 3: Inputs for the assets or liabilities that are not based on observable market data (unobservable inputs).
Income tax expense comprises of current and deferred tax. It is recognised in the Statement ofProfit and Loss except to the extent that it relates to an item recognised directly in equity or in other comprehensive income.
Current tax in the Statement of Profit and Loss is provided as the amount of tax payable in respect of taxable income for the period using tax rates and tax laws enacted during the period, together with any adjustment to tax payable in respect of previous years.
Current tax assets and current tax liabilities are offset only if there is a legally enforceable right to set off the recognised amounts, and it is intended to realise the asset and settle the liability on a net basis or simultaneously.
Deferred tax is recognised on temporary differences between the carrying amounts of assets and liabilities and the amounts used for taxation purposes (tax base), at the tax rates and tax laws enacted or substantively enacted by the end of the reporting period.
Deferred tax assets are recognized for deductible temporary differences, the carry forward of unused tax credits and any unused tax losses to the extent that it is probable that taxable profit will be available against which the deductible temporary differences, and the carry forward of unused tax credits and unused tax losses can be utilised.
The carrying amount of deferred tax assets is reviewed at each balance sheet 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 assets to be utilised.
a) Basic earnings per share is calculated by dividing the net profit or loss for the period attributable to equity shareholders (after deducting attributable taxes) by the weighted-average number of equity shares outstanding during the period.
b) For the purpose of calculating diluted earnings per share, the net profit or loss for 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.
The number of equity shares and potential dilutive equity shares are adjusted retrospectively for all periods presented for any share split and bonus shares issues including for changes effected prior to the approval of the financial statements by the Board of Directors.
Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision-maker (CODM).
The chief operating decision-maker, who is responsible for allocating resources and assessing performance of the operating segments, has been identified as the Managing Director.
The accounting policies adopted for segment reporting are in line with the accounting policies adopted for preparing and presenting the Financial Statements of the Company as a whole. In addition, the following specific accounting policies have been followed for segment reporting:
a) Segment revenue includes sales and other income directly identifiable with/allocable to the segment including inter segment transfers.
b) Revenue, expenses, assets and liabilities are identified to segments on the basis of their relationship to the operating activities of the segment. Segment results represent profits before finance charges, unallocated corporate expenses and taxes. Revenue, expenses, assets and liabilities which relate to the Company as a whole and are not allocable to segments on direct and/or on a reasonable basis, have been disclosed as "Unallocable".
The functional and presentation currency of the Company is Indian Rupee.
Transactions in foreign currency are accounted for at the exchange rate prevailing on the transaction date. Gains/ losses arising on settlement as also on translation of monetary items are recognised in the Statement of Profit and Loss.
Finance leases, which effectively transfer to the Company substantially all the risks and benefits incidental to ownership of the leased asset, are capitalized at the lower of the fair value and present value of the minimum lease payments at the inception of the lease term and disclosed as leased assets. Lease payments are apportioned between the finance charges and reduction of the lease liability based on the implicit rate of return. Finance charges are recognized as finance costs in the statement of profit and loss.
Right of use asset is depreciated on a straight-line basis over the lower of the lease term or the estimated useful life of the asset unless there is reasonable certainty that the Company will obtain ownership, wherein such assets are depreciated over the estimated useful life of the asset.
Leases where the lessor effectively retains substantially all the risks and benefits of ownership of the leased term, are classified as operating leases. Operating lease payments are recognized as an expense in the statement of profit and loss on a straight-line basis over the lease term.
Leases for which the Company is a lessor is classified as a finance or operating lease. Whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessee, the contract is classified as a finance lease. All other leases are classified as operating leases.
When the Company is an intermediate lessor, it accounts for its interests in the head lease and the sublease separately. The sublease is classified as a finance or operating lease by reference to the right-of-use asset arising from the head lease.
For operating leases, rental income is recognized on a straight line basis over the term of the relevant lease.
Cash and cash equivalents in the Balance sheet comprise cash on hand, cheques on hand, balance with banks on current accounts and short term, highly liquid investments with an original maturity of three months or less and which carry insignificant risk of changes in value.
For the purpose of the Cash Flow Statement, Cash and cash equivalents consist of Cash and cash equivalents, as defined above and net of outstanding book overdrafts as they are considered an integral part of the Company''s cash management.
Cash flows are reported using the indirect method, whereby profit/loss before tax is adjusted for the effects of transactions of a non-cash nature, any deferrals or accruals of past or future operating cash receipts or payments and item of income or expenses associated with investing or financing flows. The cash flows from operating, investing and financing activities of the Company are segregated.
The preparation of financial statements in conformity with generally accepted accounting principles requires management to make judgements, estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements and the results of operations during the reporting period end. Although these estimates are based upon management''s best knowledge of current events and actions, actual results could differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.
The following are the key assumptions concerning the future, and other key sources of estimation uncertainty at the end of the reporting period that may have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year.
Revenue is recognised using the percentage of completion method as construction progresses in respect of construction contracts. The percentage of completion is estimated by reference to the stage of the projects determined based on the proportion of costs incurred to date and the total estimated costs to complete.
The Company recognizes revenue using the completed contract method. This requires forecasts to be made of total budgeted cost with the outcomes of underlying construction and service contracts, which require assessments and judgements to be made on changes in work scopes, claims (compensation, rebates etc.) and
other payments to the extent they are probable and they are capable of being reliably measured. For the purpose of making estimates for claims, the Company used the available contractual and historical information.
The extent to which deferred tax assets can be recognised is based on an assessment of the probability of the Company''s future taxable income against which the deferred tax assets can be utilized.
The cost of the defined benefit gratuity plan 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 financial year end.
The parameter most subject to change is the discount rate. In determining the appropriate discount rate for plans, the actuary considers the interest rates of government bonds.
The mortality rate is based on publicly available mortality tables. Those mortality tables tend to change only at interval in response to demographic changes. Future salary increases and gratuity increases are based on expected future inflation rates.
The fair values of financial instruments that are not traded in an active market and cannot be measured based on quoted prices in active markets is determined using valuation techniques. The Group uses its judgement to select a variety of method/methods and make assumptions that are mainly based on market conditions existing at the end of each financial year.
The inputs to these models are taken from observable markets where possible, but where this is not feasible, a degree of judgement is required in establishing fair values. Judgements include considerations of inputs such as liquidity risk, credit risk and volatility. Changes in assumptions about these factors could affect the reported fair value of financial instruments.
The Company has ongoing litigations with various regulatory authorities and third parties. Where an outflow of funds is believed to be probable and are liable estimate of the outcome of the dispute can be made based on management''s assessment of specific circumstances of each dispute and relevant external advice, management provides for its best estimate of the liability. Such accruals are by nature complex and can take number of years to resolve and can involve estimation uncertainty. Information about such litigations is provided in notes to the financial statements.
1 Special reserve is created in terms of Section 36(1)(viii) of the Income Tax Act, 1961.
2 General Reserve represents the reserve created through annual transfer of net profit at a specified percentage in accordance with the provisions of the erstwhile Companies Act, 1956. Consequent to the introduction of the Companies Act, 2013 (''the Act''), the requirement to mandatory transfer a specified percentage of its profit to general reserve has been withdrawn, though the Company may voluntarily transfer such percentage of its profits for the financial year, as it may consider appropriate. This reserve can be utilised in accordance with the provisions of the Act.
3 Debenture Redemption Reserve is created in accordance with Section 71 of the Act in respect of Non-Convertible Debentures issued in F.Y 2016-17. This reserve shall be utilised in accordance with the provisions of the Act.
4 Retained Earnings represents the undistributed profit/amount of accumulated earnings of the Company.
5 Remeasurement of defined benefit plans comprises actuarial gains and losses which are recognised in other comprehensive income and then immediately transferred to retained earnings.
i) Non-Convertible Debentures (NCD)
a. It is secured by first pari passu charge on Land at Guawahati (Assam) in favor of Debenture Trustee such that minimum asset cover of 1.5 times is maintained at all times during the Tenor of the NCD.
b. The rate of interest is 10% p.a. payable on 30th November every year.
c. The principal amount is to be repaid at the time of maturity on 30th November, 2026.
ii) Term loan from Union Bank of India
a. i. It is secured by way of 1st charge over the 28.31 acres of Shristinagar Guwahati Phase 1 project land and all
moveable and immoveable fixed assets both present and future.
ii. There is exclusive charge by way of hypothecation on the receivables arising out of the sales of the project.
b. The rate of interest is fixed as 1 year MCLR 3.25%.
c. Repayment of term loan shall be in 12 quaterly installment of Rs. 326.50 lakh per quater commencing from 30-06-2022. Deferred interest as per Covid-19 guidelines of Rs. 189.00 lakh is to be repaid as on 30-03-2025.
iii) Term loan from DBS Bank (previously Lakshmi Vilas Bank)
a. The term loan from DBS Bank is secured by way of:
i) Registered mortgage of land being 7,298 sq. mts. situated at CBD/2 in action area-II, Newtown, Rajarhat along with superstructure constructed thereon consisting of G 32 floors residential apartments. The security coverage shall always be 2.00 times of the loan outstanding.
ii) Exclusive charge on the entire current assets of the project, both present and future.
iii) Exclusive charge on the cash flow of the project, both present and future.
b. The rate of interest is fixed at 1 year MCLR 1.90% per annum.
c. Loan is repayable in total tenure of 4 years including moratorium of 24 months. The repayment shall be made as under:
i) Four quarterly installments of Rs. 736.90 lakhs each in the first year starting from March, 2023.
ii) Four quarterly installments of Rs. 829.00 lakhs each in the second year.
iii) Last installment of Rs. 710.00 lakhs in the third year.
d. Pursuant to One Time Settlement (OTS) with DBS Bank India Limited, the company has paid an amount of Rs. 1000.00 lakhs being upfront & 1st instalment towards OTS offer amount of Rs. 4100.00 lakhs (Principal plus interest) as per terms of settlement (vide offer dated 3rd February, 2023) as against outstanding balance of Rs. 6903.84 lakhs on effective date (31st December, 2022). However, the financial adjustment of differential of Rs. 2803.84 lakhs has not been made in books. Further interest expenses on outstanding book balances is recognised and outstanding book balance is classified as current/non-current as per previous sanction terms.
iv) Term loan from bank for vehicles
a. It is secured by way of hypothecation of vehicles.
b. The loan is to be repaid through 60 EMI of Rs. 0.21 lakhs starting from 7.11.2020.
v) Term loan from Indian bank under IND GECLS 2.0
a. Sanction amount is Rs. 100 Lakhs.
b. Rate of interest is 1 year MCLR 1%.
c. Purpose is to meet working capital requirement.
d. Tenure is maximum 60 months including moratorium period of 12 months.
e. Interest during moratoriom period to be serviced monthly and Rs.2.46 Lakhs repayable in 48 EMIs after initial moratorium period of 12 months.
f. The loans are secured by way of-
i) Primary - OCC/LC/BG - First pari passu charge over current assets of the company both present and future, counter guarantee of the company, LC agreement, Lien on LC/BG cash margin kept in nominal account.
ii) Colletral - First pari passu registered mortgage of landed property at mouza Ghuni, PS Rajarhat, Dist 24 Parganas in the name of M/s Prajna Vidya Bharati Pvt.Ltd.
iii) First pari passu charge by way of pledge of 30,80,000 shares of the company, till the time conversion of above land from agriculture to commercial.
iv) First pari passu charge on all fixed assets movable and immovable of the company both existing and future.
v) First pari passu charge on fixed deposit - Rs. 60 lakhs (FV).
vi) Term loan from Srei Equipment Finance Limited (SREI)
a) There are two loans outstanding from SREI as on 31.03.2023 amounting to Rs. 20,000 lakhs and Rs. 5,000 lakhs.
b) The loans are secured by way of-
i) Residual charge on all assets present and future of the company.
ii) Residual charge by way of assignment or creation of security interest on all the right, title, interest, benefits, claims and demands whatsoever of the company.
iii) Exclusive charge on land admeasuring 10912.80 sq mts out of total land of 32374.60 sq mts situated at Premises AA II/CBD/2 (Erstwhile Plot No. CBD 2 in action area II) in street no. M.A.R. situated at New Town P.S. Rajarhat .
iv) Exclusive charge on land admeasuring 1.47 acres out of total land of 4.5 acres situated at Krishnanagar, District Nadia (W.B) along with developments thereon current or future.
v) Pledge of entire unencumbered shares of the company in Demat form.
vi) Pledge of all investments of the company.
vii) Residual charge on 57 nos. of apartment''s situated at Premises AA II/CBD/2 Erstwhile Plot No. CBD 2 in action area and exclusive charge on 47 nos. of apartments out of total 104 apartments situated at Premises AA II/CBD/2(Erstwhile Plot No. CBD 2 in action area II).
c) For the loan of Rs. 20,000 lakhs the effective interest rate is 10% p.a. compounded monthly and payable quarterly and for the loan of Rs. 5,000 lakhs the effective interest rate is 12% p.a. compounded monthly and payable quarterly.
d) The loans are to be repaid in 10 half yearly installments commencing at the end of 10th year from the date of first disbursement.
Working capital loan from bank is
(i) primarily secured by way of first pari-passu charge of hypothecation on the entire stocks of inventory, receivables, bills and other chargeable current assets of the company (both present and future) in consortium with other member banks.
(ii) secured as collateral of equitable mortgage of title deed of landed property at Rajarhat in the name of M/s Prajna Vidya Bharati Pvt. Ltd. Conversion of agricultural land into commercial land is complete. The holding company (Adishakti Commercial Pvt. Ltd.) has provided additional security in form of pledge of 30,80,000 shares on 19.12.2012 having market value Rs. 3604 lakh appx. (as on 10.03.2015) of the Company (SIDCL). The company has applied for release of pledge of shares, which is pending.
(iii) secured as collateral by first charge on all the fixed assets, movable and immovable of the company (both existing & future).
(iv) secured by personal gurantees of Sri Hari Prasad Kanoria and Sri Sujit Kanoria.
(v) secured by corporate guarantee of M/s Pranja Vidya Bharati Pvt. Ltd.
Funded Interest Term Loan
Refer Note 17(i)(a)(iii) for nature of securities.
Current maturities of long term debt
Refer Note 17(i)(a) for nature of security and terms of repayment.
Period and amount of Default Refer Note 31(19)
(B) The amounts shown in (i) above represent the best possible estimates arrived at on the basis of available information. The uncertainties and timing of the cash flows are dependent on the outcome of different legal processes which have been invoked by the Company or the claimants, as the case may be and, therefore, cannot be estimated accurately.
The Company does not expect any reimbursement in respect of above contingent liabilities.
(C) Corporate guarantee of Rs. 72,522.05 lakh (Previous year Rs. 72,522.05 lakh) was given by the Company for loan granted by the lenders to its Subsidiary, Sarga Hotel Private Limited and Rs. 25,355.63 lakh (Previous year 25,355.63 lakh) for its erstwhile associate, Suasth Health Care Foundation. Since the lenders have not invoked these guarantees and demanded payment from the Company, the management has not considered provision in this respect.
2. The Company has not received any memorandum from its suppliers (as required to be filed by the suppliers with the notified authority under the Micro, Small and Medium Enterprises Development Act, 2006) claiming their status as on 31st March, 2023 as micro, small and medium enterprises. Hence, the amount due to micro and small enterprises as per requirement of Section 22 of the Micro, Small and Medium Enterprises Development Act, 2006 is Rs. Nil (31st March 2022 - Nil).
The gratuity plan is governed by the Payment of Gratuity Act, 1972. Under the said Act, an employee who has completed five years of service is entitled to specific benefit. The Gratuity plan provides a lumpsum payment to employees at retirement, death, incapacitation or termination of employment. The level of benefits provided depends on the member''s length of service and salary at retirement age etc.
Gratuity Benefits and Leave Encashment Benefits are unfunded in nature. The liabilities arising in the Defined Benefit Schemes are determined in accordance with the advice of independent, professionally qualified actuaries, using the projected unit credit method at the year end.
The following tables summarise the components of net benefit expense recognised in the Statement of Profit and Loss and amounts recognised in the Balance Sheet for the said plan:
i) The following are the assumptions used to determine the benefit obligation:
a) Discount rate: The yield of government bonds are considered as the discount rate. The tenure has been considered taking into account the past long term trend of employees'' average remaining service life which reflects the average estimated term of the post - employment benefit obligations.
b) Rate of escalation in salary : The estimates of rate of escalation in salary, considered in actuarial valuation, take into account inflation, seniority, promotion and other relevant factors including supply and demand in the employment market. The above information is certified by the actuary.
c) Rate of return on plan assets: Not applicable as plans are not funded.
d) Attrition rate : Attrition rate considered is the management''s estimate based on the past long- term trend of employee turnover in the Company.
ii) The Gratuity and Provident Fund expenses have been recognised under " Contribution to Provident and Other Funds" and Leave Encashment under "Salaries and Wages" under Note No. 26.
1) The details of the loans given by the company are mentioned in Note 12.
2) The details of the Investments made by the company are mentioned in Note 5.
3) The details of the corporate guarantee given by the company are mentioned in Note 31(1).
The loans, investments and guarantees given/made by the company are for business purposes only.
The Company''s business activity primarily falls within a single business segment i.e. Construction and Infrastructure development, in term of IND AS 108 on Operating Segment. All the activities of the Company revolve around the main business. As such there are no separate reportable segments as per requirements of Accounting Standard (Ind AS - 108) on operating segment. Further, the Company operates only in India, hence additional information under geographical segments is also not applicable. The Managing Director of the Company has been identified as the Chief Operating Decision Maker (CODM). The Chief Operating Decision Maker also monitors the operating results as one single segment for the purpose of making decisions about resource allocation and performance assessment and hence, there are no additional disclosures to be provided other than those already provided in the financial statements.The Company operated only in India during the year ended 31st March, 2023 and 31st March, 2022. Revenue from one customer amounted to more than 10% of the total revenue amounting to Rs.Nil (31st March, 2022 - Nil).
B. Fair value hierarchy
The fair value of the financial assets and financial liabilities are included at the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale.
Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities.
Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly.
Level 3: Inputs for the assets or liabilities that are not based on observable market data (unobservable inputs).
Fair value of cash and cash equivalents, other bank balances, trade receivables, loans and other current financial assets, short term borrowings from body corporates, trade payables and other current financial liabilities is considered to be equal to the carrying amounts of these items due to their short-term nature.
Where such items are non-current in nature, the same has been classified as Level 3 and fair value determined using adjusted net asset value method. Similarly, unquoted equity instruments where most recent information to measure fair value is insufficient, or if there is a wide range of possible fair value measurements, cost has been considered as the best estimate of fair value.
There has been no change in the valuation methodology for Level 3 inputs during the year. The Company has not classified any material financial instruments under Level 3 of the fair value hierarchy. There were no transfers between Level 1 and Level 2.
The following tables provide the fair value hierarchy of the Company''s assets and liabilities measured at fair value on a recurring basis:
Credit risk is the risk that a counterparty will not meet its obligations under financial instrument or a customer contract leading to a financial loss. The Company is exposed to credit risk from its operating activities primarily trade receivables and security deposit and from its financing activities including deposits placed with banks. Credit risk from balances with bank and other financial instrument is managed in accordance with company''s policies. Surplus funds are parked only in approved invesment categories with well defined limits. Investment category is periodically reviewed by the Board of Directors of the Company.
Credit risk arising from balances with banks and other cash equivalents is limited and no collaterals are held against these because the counterparties are banks and recognised financial institutions with high credit ratings assigned by credit rating agencies.
Loans and other financial assets measured at amortized cost includes loans to related parties, security deposits and others. Credit risk related to these financial assets are managed by monitoring the recoverability of such amounts continuously, while at the same time internal control system is in place to ensure that the amounts are within defined limits.
Customer credit risk is managed as per company''s established policy, procedure and control related to credit risk management. Credit quality of the customer is assessed based on his previous track record. Outstanding customer receivables are regularly monitored. An impairment analysis is performed at each balance sheet date on an individual basis for major customers. In addition, a large number of minor receivables are grouped into homogenous groups and assessed for impairment collectively. Assets are written off when there is no reasonable expectation of recovery. The Company continues to engage with parties whose balances are written off and attempts to enforce repayment. Recoveries made are recognized in statement of profit and loss. The maximum exposure to credit risk at the balance sheet date is the carrying value of each class of financial assets.
The Company assesses and manages credit risk of financial assets on the basis of assumptions, inputs and factors specific to the class of financial assets. The Company provides for expected credit loss on Cash and cash equivalents, other bank balances, investments, loans, trade receivables and other financial assets based on 12 months expected credit loss/life time expected credit loss/ fully provided for. Life time expected credit loss is provided for trade receivables.
In respect of trade receivables, the Company considers provision for lifetime expected credit loss. Given the nature of business operations, the Company''s trade receivables has low credit risk. Further, historical trends indicate any shortfall between such deposits held by the Company and amounts due from customers have been negligible. Hence, no loss allowances using life time expected credit loss model is required other than as disclosed in Note 6.
(b) Liquidity risk
Liquidity risk is defined as the risk that the company will not be able to settle or meet its obligation on time or at reasonable price. Prudent liquidity risk management implies maintaining sufficient cash and the availability of funding through an adequate amount of committed credit facilities to meet obligations when due. Due to the nature of the business, the Company maintains flexibility in funding by maintaining availability under committed facilities. Management monitors rolling forecasts of the Company''s liquidity position and cash and cash equivalents on the basis of expected cash flows. The Company takes into account the liquidity of the market in which the entity operates.
Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of change in market prices. Market rate risk comprises of currency risk, interest rate risk and other price risk such as equity price risk and commodity risk.
Foreign currency risk is the risk of impact related to fair value of future cash flows if an exposure in foreign currency, which fluctuate due to change in foreign currency rate. The Company has no international transactions and is not exposed to foreign exchange risk.
Interest rate risk is the risk that an upward movement in the interest rate would adversely effect the borrowing cost of the company. The company manages its interest rate risk by regular monitoring and taking necessary actions as are necessary to maintain an appropriate balance.
The Company''s fixed rate borrowings are carried at amortised cost. They are, therefore, not subject to interest rate risk as defined in Ind AS 107, since neither the carrying amount nor the future cash flows will fluctuate because of a change in market interest rates.
The company''s fixed deposits, interest bearing security deposits and loans are carried at fixed rate. Therefore, not subject to interest rate risk as defined in Ind AS 107, since neither the carrying amount nor the future cash flows will fluctuate because of a change in market interest rates.
Price risk is the risk that the fair value of financial instrument will fluctuate due to change in market traded price. The Company has no exposure to price risk arises from investments held and classified as FVTPL.
For the purpose of the Company''s capital management, capital includes issued equity capital and all other equity reserves attributable to the equity shareholders of the Company. The Company''s objective when managing capital is to safeguard its ability to continue as a going concern so that it can continue to provide returns to shareholders and other stake holders and maintain an optimal capital structure to reduce the cost of Capital.
The Company manages its capital structure and makes adjustments in light of changes in the financial condition and the requirements of the financial covenants. To maintain or adjust the capital structure, the Company may adjust the dividend payment to shareholders, return capital to shareholders (buy back its shares) or issue new shares.
In order to achieve this overall objective, the Company''s capital management, amongst other things, aims to ensure that it meets financial covenants attached to the interest-bearing loans and borrowings that define capital structure requirements. The Company has complied with these covenants.
The company has borrowings against security of current assets (Refer Note 17). However, no return or statement of current assets has been submitted to the Banks or financial institution for the current financial year ended 31st March, 2023.
There were no transactions made with any struck off company during the current financial year ended 31st March, 2023 (31st March, 2022: Nil)
There is no creation of charge or satisfaction pending to be registered with ROC beyond 31st March, 2023:
16. The management is in the process of obtaining valuation report in respect of the subsidiaries namely Shristi Urban Infrastructure Development Limited and Sarga Udaipur Hotels and Resorts Private Limited, the effect of impairment, if any, would be given during the financial year 2023-24.
17. In the matter of Sarga Hotel Private Limited, a material subsidiary of the company, Corporate Insolvency Resolution Process (''CIRP'') was initiated w.e.f. 11th February, 2022 on a petition u/s 7 of the Insolvency and Bankruptcy Code, 2016 (''Code'') by Yes Bank Limited, one of the financial creditors of the Company before NCLT, Kolkata. Mr. Avishek Gupta (IP Registration No. IBBI/IPA-003/IP -N000135/2017-2018/11499) was appointed as the Resolution Professional ("RP") to manage affairs of the Company in accordance with the provisions of the Code.
18. In the matter of Sarga Udaipur Hotels & Resorts Private Limited, a subsidiary of the company, CIRP is initiated w.e.f. 29th April, 2022 on the application under Section 10 of the Insolvency and Bankruptcy Code, 2016 and Mr. Rajesh Lihala (IP Registration No. IBBI/IPA-001/IP-P00525/2017-18/10950) was appointed as the Resolution Professional ("RP") to manage affairs of the Company in accordance with the provisions of the Code.
19. The company has defaulted in payment of principal and interest on Term Loan amounting to Rs. 4707.94 Lakhs since last year to Banks and Financial Institution till 31st March, 2023. Further, working capital lenders including term loan have classified the account as Non-Performing Asset amounting to Rs. 4145.78 lakhs since last year on which interest overdue is Rs. 270.99 lakhs as on 31st March 2023.
20. Certain balances of Trade Receivables, Trade payables etc. are subject to confirmation/reconciliation."Other Expenses" as per Note 29 to the financial statement includes Rs. 139.91 lakhs, being sundry balances written off.
21. Shristi Lifespaces Private Limited issued 14,65,000 fully paid up share warrants of Rs.100 each at par to the Company, agregating to Rs. 1465 lakhs on 28th November, 2022 convertible within 60 months from the date of issuance; against assignment of Topsia Project. Out of total amount of Rs. 1525 lakhs paid by the Company against Topsia project, Rs. 1465 lakhs converted in share warrant and Rs 60 lakhs written off during the year.
22. Medi-Net Services Private Limited has issued 4,00,000 optionally convertible preference shares of Rs.100 each total amounting to Rs.400 lakhs, in lieu of satisfaction of advance extended to them.
23. Haldia Water Services Private Limited, an erstwhile subsidiary of the company had issued right shares resultantly, shareholding of the company is reduced from 51% to 34.23% and consequently Haldia Water Services Private Limited becomes an associate of the company.
24. Bengal Shristi Infrastructure Development Limited, an associate of the company had issued right shares due to which holding of the company was reduced from 49.78% to 33.24%.
25. The Company has entered into Co-development agreement with associate Bengal Shristi Infrastructure Development Ltd (BSIDL) to jointly develop the part of land forming part of phase-I at Guwahati, Noonmati as per the terms and conditions as set out in the Co-Development Agreement dated 25th January, 2023. An amount of Rs.55.76 Crores, which was outstanding as loan from BSIDL was converted in refundable interest free security deposit as consideration of the aforementioned arrangement.
26. Corporate guarantee of Rs. 72,522.05 lakhs was given by the Company for loan granted by the lenders to its Subsidiary, Sarga Hotel Private Limited and Rs. 25,355.63 lakhs for its erstwhile associate, Suasth Health Care Foundation. Since the lenders have not invoked these guarantees and demanded payment from the Company, the management has not considered provision in this respect.
27. An application is filed by Srei Equipment Finance Limited (''the Lender") through its Administrator Mr. Rajneesh Sharma against the Company and others before the Hon''ble National Company Law Tribunal("NCLT"), Kolkata Bench under Section 60(5) and Section 66 of the Insolvency & Bankruptcy Code, 2016 ("Code") vide LA. NO. OF 2022 IN C.P. IB/294/KB/ 2021 intimation of which is given in terms of Regulations 30 & 51 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Regulations") (as amended) vide our letter no. SIDCI/Sect/2022-23/941 dated August 2, 2022. Certain lender/creditor has made application to NCLT (not yet admitted), against the company to initiate Corporate Insolvency Resolution Process.
28. Asset cover in respect of non-convertible debenture (NCD) is more than hundred and fifty percent of principal outstanding. It is secured by way of First Pari Passu charge on Land at Guwahati (Assam) in favor of Debenture Trustee.
29. Pursuant to One Time Settlement (OTS) with DBS Bank India Limited, the company has paid an amount of Rs. 1000.00 lakhs being upfront & 1st instalment towards OTS offer amount of Rs. 4100.00 lakhs (Principal plus interest) as per terms of settlement (vide offer dated 3rd February, 2023) as against outstanding balance of Rs. 6903.84 lakhs on effective date (31st December, 2022). However, the financial adjustment of differential of Rs. 2803.84 lakhs has not been made in books. Further interest expenses on outstanding book balances is recognised and outstanding book balance is classified as current/non-current as per previous sanction terms.
30. The company has incurred losses during consecutive last three years and net worth as on 31st March, 2023 has been fully eroded. The same happened due to impact of COVID in last few years on operations of the Company. The Company has restructured its debt and the effect of the same will be reflected in future. The management is confident of generating operational profits from next financial year onwards, in view of the robust economic activities and traction in real estate segment and hence the financial statements of the company has been prepared on the Going-Concern Basis.
31. Exception item in the statement of profit and loss consist of loss of Rs.1048.95 lakhs on account of sale of 1,05,00,000 nos. of equity shares during the year, held as investment in Asian Healthcare Services Ltd (JV).
The company sold equity shares of JV (unlisted public company) in physical form, which is not in line with the provisions of Rule 9A of the Companies (Prospectus and Allotment of Securities) Rules 2014. Furthermore, written notice was not served to the JV partners in respect of the said transfer.
Provision for impairment of a loan of Rs. 140.34 lakhs given to the said JV has not been made as the management do not consider it necessary to make provision for the same.
32. The previous year''s figures have been regrouped, rearranged and reclassified wherever necessary to comply with the amendment in Division II to the Schedule III to the Companies Act, 2013. Amounts and other disclosures for the preceding year are included as an integral part of the current year financial statements and are to be read in relation to the amounts and other disclosures relating to the current year.
As per our Report of even date attached
For R. Kothari & CO LLP For and on behalf of the Board of Directors of
Chartered Accountants Shristi Infrastructure Development Corporation Limited
Firm''s Registration No. - 307069E/E300266
Sd/- Sd/- Sd/-
(CA. Manoj Kumar Sethia) Braja Behari Mahapatra Sunil Jha
Partner (Director) (Managing Director)
Membership No. 064308 (DIN:05235090) (DIN:00085667)
Sd/- Sd/-
Ravikant Baheti Krishna K Pandey
Place of Signature: Kolkata (Chief Financial Officer) (Company Secretary)
Date: 26th May, 2023
Mar 31, 2018
1. Corporate information
Shristi Infrastructure Development Corporation Ltd. is engaged in Construction and Infrastructure Development.
Its registered office is situated at Plot No. X-1, 2 & 3, Block â EP, Sector â V Salt Lake City, Kolkata â 700 091. The financial statements for the year ended 31st March, 2018 were approved for issue by the Board of Directors on 21st May, 2018.
2. Use of estimates and judgements
The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements and the results of operations during the reporting period end. Although these estimates are based upon managementâs best knowledge of current events and actions, actual results could differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.
a) Judgements in applying accounting policies
The judgements, apart from those involving estimations (see note below), that the Company has made in the process of applying its accounting policies and that have a significant effect on the amounts recognised in these financial statements pertain to the following:
i) Revenue Recognition
Revenue is recognised using the percentage of completion method as construction progresses. The percentage of completion is estimated by reference to the stage of the projects determined based on the proportion of costs incurred to date and the total estimated costs to complete.
ii) Recognition of Deferred Tax Assets
The extent to which deferred tax assets can be recognised is based on an assessment of the probability of the Companyâs future taxable income against which the deferred tax assets can be utilized.
b) Key sources of Estimation Uncertainty
The following are the key assumptions concerning the future, and other key sources of estimation uncertainty at the end of the reporting period that may have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities with in the next financial year.
(i) Revenue and Inventories
The Company recognizes revenue using the percentage of completion method. This requires forecasts to be made of total budgeted cost with the outcomes of underlying construction and service contracts, which require assessments and judgements to be made on changes in work scopes, claims (compensation, rebates etc.) and other payments to the extent they are probable and they are capable of being reliably measured. For the purpose of making estimates for claims, the Company used the available contractual and historical information.
(ii) Estimation of Defined Benefit Obligations
The cost of the defined benefit gratuity plan 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 financial year end. The parameter most subject to change is the discount rate. In determining the appropriate discount rate for plans, the actuary considers the interest rates of government bonds.
The mortality rate is based on publicly available mortality tables. Those mortality tables tend to change only at interval in response to demographic changes. Future salary increases and gratuity increases are based on expected future inflation rates.
(iii) Fair Value Measurements and Valuation Processes:
The fair values of financial instruments that are not traded in an active market and cannot be measured based on quoted prices in active markets is determined using valuation techniques. The Group uses its judgement to select a variety of method / methods and make assumptions that are mainly based on market conditions existing at the end of each financial year.
The inputs to these models are taken from observable markets where possible, but where this is not feasible, a degree of judgement is required in establishing fair values. Judgements include considerations of inputs such as liquidity risk, credit risk and volatility. Changes in assumptions about these factors could affect the reported fair value of financial instruments.
(iv) Provisions and Contingent Liabilities
The Company has ongoing litigations with various regulatory authorities and third parties. Where an outflow of funds is believed to be probable and are liable estimate of the outcome of the dispute can be made based on managementâs assessment of specific circumstances of each dispute and relevant external advice, management provides for its best estimate of the liability. Such accruals are by nature complex and can take number of years to resolve and can involve estimation uncertainty. Information about such litigations is provided in notes to the financial statements.
(c) The Company has only one class of equity shares. The Company declares and pays dividend in Indian rupees. The holders of equity shares are entitled to receive dividend as declared from time to time and are entitled to one vote per share.
(d) 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 dues. The distribution will be in proportion to the number of equity shares held by the shareholders,
(e) Shareholders holding more than 5 % of the equity shares in the Company :
Nature of Securities:
i) NCD is secured by First Pari Passu charge on Land at Guawahati (Assam) in favor of Debenture Trustee such that minimum asset cover of 1.5 times is maintained at all times during the Tenor of the NCD.
ii) Term loan from Union Bank of India is secured by way of 1st charge over the 28.31 acres of Shristinagar Guwahati Phase 1 project land and all moveable and immoveable fixed assets both present and future.
iii) Term loan from Axis Bank is secured by a first charge on all present and future moveable fixed assets, entire current assets together with 4.5 acres of land.
iv) Term loan from ICICI Bank is sanctioned and availed for Joint Development Agreement and is pending creation of security.
v) Term loan from Laxmi Vilas Bank is secured by way of registered mortgage of land being 7298 sq mts situated at CBD/2 in action area-II, New town, Rajarhat along with 57 nos of unfinished apartments aggregating the area of 2.15 lakhs sq ft.
vi) Term loan from bank for vehicles is secured by way of hypothecaton of vehicles.
vii) Term loan from SIFL is secured by way of first pari passu charge by hypothecation of entire project assets and project receivables including stores, spares, tools and accessories.
Nature of Securities:
(a) Working Capital Loan from bank is
(i) primarily secured by way of hypothecation of entire stocks of inventory, receivables, bills and other chargeable current assets of the company (both present and future) on pari passu with other member banks.
(ii) secured as collateral by equitable mortgage of title deed of landed property at Rajarhat in the name of M/s Prajna Vidya Bharti Private Limited. Conversion of agricultural land into commercial/residential land is complete. The holding company (Adishakti Commercial Private Limited) has provided additional security in form of pledge of 30,80,000 shares of the company (SIDCL) on 26.03.2015 having market value Rs. 3289 lakh appx.
(iii) secured as collateral by first charge on all the fixed assets, movable and immovable of the company (both existing & future).
(iv) secured as collateral by pledge of fixed deposit with UCO Bank amounting to Rs. 60 lakh (Face value) and Indian Bank Rs. 140 Lakh (Face Value).
(v) secured by personal gurantees of Sri Hari Prasad Kanoria and Sri Sujit Kanoria.
(vi) secured by corporate guarantee of M/s Prajna Vidya Bharti Pvt. Ltd.
(b) Overdraft facility from bank was secured by way of second charge over the current assets of the borrower.
Note 3 : Other Disclosures
1. Contingent Liabilities (to the extent not provided for)
The amounts shown in (i) above represent the best possible estimates arrived at on the basis of available information. The uncertainties and timing of the cash flows are dependent on the outcome of different legal processes which have been invoked by the Company or the claimants, as the case may be and, therefore, cannot be estimated accurately.
The Company does not expect any reimbursement in respect of above contingent liabilities.
In the opinion of the management, no provision is considered necessary for the disputes mentioned above on the ground that there are fair chances of successful outcome of the appeals.
In addition to the contingent liabilities stated above, the Company may be contingently liable to legal proceedings and claims which have arisen in the ordinary course of business / pursuant to contracts which are pending in various forums, the amount of which cannot presently be ascertained.
2. The company has received memorandum (as required to be filed by the suppliers with the notified authority under the Micro, Small and Medium Enterprises Development Act, 2006) claiming their status as on 31st March, 2018 as micro, small and medium enterprises. Consequently, the amount due to micro and small enterprises as per requirement of Section 22 of the Micro, Small and Medium Enterprises Development Act, 2006 is Rs. 7.03 lakh (31st March 2017 - Nil) (1st April 2016 - Nil).
* Included in the line item âTotal outstanding dues of micro enterprises and small enterprisesâ under note no. 21.
3. The Board of Directors in their meeting held on 14th February, 2017 have approved a scheme of arrangement pursuant to section 230, 232 and other applicable provisions of the Companies Act 2013, for (1) Amalgamation of East Kolkata Infrastructure Development Private Limited (wholly owned subsidiary of the Company) with the Company and (2) Demerger of hospitality business of the Company to Vipani Hotels & Resorts Private Limited (wholly owned subsidiary of the Company) which would be listed with mirror shareholding as that of the Company. Appointed date of the scheme is 01.01.2017. SEBI and BSE have given their approval for the scheme vide their letters dated 12th May, 2017. Shareholders & Creditors gave their approval on 25th October, 2017 and the matter is listed for hearing at NCLT on 13th June, 2018. Since the scheme is subject to various regulatory approvals, pending such approvals, the scheme has not been accounted for in the accompanying audited financial results for the year ended on 31st March, 2018.
4. Earnings Per Share:
5. Employee Benefits:
As per Indian Accounting Standard - 19 âEmployee Benefitsâ, the disclosures of Employee Benefits are as follows:
a) Defined Contribution Plan:
Employee benefits in the form of Provident Fund and Employee State Insurance Corporation (ESIC) are considered as defined contribution plan.
The contributions to the respective fund are made in accordance with the relevant statute and are recognised as expense when employees have rendered service entitling them to the contribution. The contributions to defined contribution plan, recognised as expense in the Statement of Profit and Loss are as under:
b) Defined Benefit Plans/Long Term Compensated Absences :
Description of Plans
The gratuity plan is governed by the Payment of Gratuity Act, 1972. Under the said Act, an employee who has completed five years of service is entitled to specific benefit. The Gratuity plan provides a lumpsum payment to employees at retirement, death, incapacitation or termination of employment. The level of benefits provided depends on the memberâs length of service and salary at retirement age etc.
Gratuity Benefits and Leave Encashment Benefits are unfunded in nature. The liabilities arising in the Defined Benefit Schemes are determined in accordance with the advice of independent, professionally qualified actuaries, using the projected unit credit method at the year end.
The following tables summarise the components of net benefit expense recognised in the Statement of Profit and Loss and amounts recognised in the Balance Sheet for the said plan:
Details of Funded Post Retirement Plans are as follows:
c) Risks related to Defined Benefit Plans:
The main risks to which the Company is exposed in relation to operating defined benefit plans are :
i) Mortality risk: The assumptions adopted by the Company make allowances for future improvements in life expectancy. However, if life expectancy improves at a faster rate than assumed, this would result in greater payments from the plans and consequently increases in the planâs liabilities. In order to minimise this risk, mortality assumptions are reviewed on a regular basis.
ii) Interest Rate Risk: The present value of Defined Benefit Plans liability is determined using the discount rate based on the market yields prevailing at the end of reporting period on Government bonds. A decrease in yields will increase the fund liabilities and vice-versa.
iii) Salary cost inflation risk: The present value of the Defined Benefit Plan Liability is calculated with reference to the future salaries of participants under the Plan. Increase in salary due to adverse inflationary pressures might lead to higher liabilities.
d) Other Disclosures:
i) The following are the assumptions used to determine the Benefit Obligation:
a) Discount rate: The yield of government bonds are considered as the discount rate. The tenure has been considered taking into account the past long term trend of employeesâ average remaining service life which reflects the average estimated term of the post - employment benefit obligations.
b) Rate of escalation in salary : The estimates of rate of escalation in salary, considered in actuarial valuation, take into account inflation, seniority, promotion and other relevant factors including supply and demand in the employment market. The above information is certified by the actuary.
c) Rate of return on plan assets: Not applicable as plans are not funded.
d) Attrition rate : Attrition rate considered is the managementâs estimate based on the past long- term trend of employee turnover in the Company.
ii) The Gratuity and Provident Fund expenses have been recognised under â Contribution to Provident and Other Fundsâ and Leave Encashment under â Salaries and Wagesâ under Note No. 26.
6. Details of Loan, Guarantee and Investments covered under section 186 (4) of the Companies Act, 2013:
All loans, guarantees and securities as disclosed in respective notes are provided for business purposes.
4. Operating Segment:
The Companyâs business activity primarily falls within a single business segment i.e. Construction and Infrastructure development, in term of Ind AS 108 on Operating Segment. All the activities of the Company revolve around the main business. As such there are no separate reportable segments as per requirements of Accounting Standard (Ind AS- 108) on operating segment. Further, the Company operates only in India, hence additional information under geographical segments is also not applicable. The Managing Director of the Company has been identified as the Chief Operating Decision Maker (CODM). The Chief Operating Decision Maker also monitors the operating results as one single segment for the purpose of making decisions about resource allocation and performance assessment and hence, there are no additional disclosures to be provided other than those already provided in the financial statements. The Company operated only in India during the year ended 31st March, 2018 and 31st March, 2017. Revenue from one customer amounted to more than 10% of the total revenue amounting to Rs. 1,840.34 lakhs (31st March 2017 - Rs. 4,215.66 lakhs).
5. Information in accordance with the requirements of the Indian Accounting Standard (Ind AS 11) on âConstruction Contractsâ:
(a) Construction Contracts
On the balance sheet date, the Company reports the net contract position for each contract as either an asset or a liability. A contract represents an asset where costs incurred plus recognised profits (less recognised losses) exceed progress billings; a contract represents a liability where the opposite is the case.
(b) Amounts due from /(to) customers under Construction Contracts
6. Disclosure under Regulation 34(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
Note:
a) There are no transactions of loans and advances to subsidiaries/ associates/ firms/ joint ventures/ others in which Directors are interested other than as disclosed above.
b) There are no loans and advances in the nature of loans where there is no repayment schedule or repayment beyond seven year.
7. Related party Disclosures
a) Name of the related parties and description of relationship :
i) Subsidiary Company :
1. Shristi Urban Infrastructure Development Limited (Control exists)
2. Shristi Udaipur Hotels & Resorts Private Limited
3. Border Transport Infrastructure Development Limited
4. East Kolkata Infrastructure Development Private Limited
5. Kanchan Janga Integrated Infrastructure Development Private Limited
6. Medi-net Services Private Limited
7. Finetune Engineering Services Private Limited
8. Vipani Hotels & Resorts Limited
9. Shristi Hotel Private Limited (became subsidiary w.e.f 26th May, 2016)
10. Avarsekar Realty Private Limited
11. Vindhyachal Attivo Food Park Private Limited (ceased to be associate and become subsidiary w.e.f 8th September, 2017)
ii) Joint Venture:
1. Bengal Shristi Infrastructure Development Limited
2. TSCCF Shristi Infrastructure Development Limited
iii) Associate Company and Others:
1. Suasth Health Care (India) Private Limited (Significant influence can be exercised)
2. Asian Healthcare Services Limited
iv) Key Managerial Personnel (KMP):
1. Sunil Jha - Managing Director
2. Badri Kumar Tulsyan - Chief Financial Officer
3. Manoj Agarwal - Company Secretary
* Separate figures not available in Actuarial Report
c) The transactions with related parties have been entered at an amount which are not materially different from those on normal commercial terms.
d) The amounts outstanding are unsecured and will be settled in cash. No guarantees have been given or received. No expense has been recognised in current year and previous year for bad or doubtful debts in respect of the amounts owed by related parties.
e) Figures in brackets - ( ) represents previous year.
B. Fair Value Hierarchy
The fair value of the financial assets and financial liabilities are included at the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale.
Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities.
Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly.
Level 3: Inputs for the assets or liabilities that are not based on observable market data (unobservable inputs)
Fair value of cash and cash equivalents, other bank balances, trade receivables, loans and other current financial assets, short term borrowings from body corporates, trade payables and other current financial liabilities is considered to be equal to the carrying amounts of these items due to their short-term nature.
Where such items are non-current in nature, the same has been classified as Level 3 and fair value determined using adjusted net asset value method. Similarly, unquoted equity instruments where most recent information to measure fair value is insufficient, or if there is a wide range of possible fair value measurements, cost has been considered as the best estimate of fair value.
There has been no change in the valuation methodology for Level 3 inputs during the year. The Company has not classified any material financial instruments under Level 3 of the fair value hierarchy. There were no transfers between Level 1 and Level 2.
The following tables provide the fair value hierarchy of the Companyâs assets and liabilities measured at fair value on a recurring basis:
8. Financial Risk Management Objectives and Policies
The Companyâs activities expose it to market risk, liquidity risk and credit risk. The Companyâs Board of Directors has overall responsibility for the establishment and oversight of the Companyâs risk management framework. This note explains the sources of risk which the entity is exposed to and how the entity manages the risk and the related impact in the financial statements.
(a) Credit Risk
Credit risk is the risk that a counterparty will not meet its obligations under financial instrument or a customer contract leading to a financial loss. The Company is exposure to credit risk from its operating activities primarily trade receivables and security deposit and from its financing activities including deposits placed with banks. Credit risk from balances with bank and other financial instrument is managed in accordance with companyâs policies. Surplus funds are parked only in approved invesment categories with well defined limits. Investment category is periodically reviewed by the Board of Directors of the Company.
Credit risk from balances with bank is mananged in accordance with companyâs policies according to which surplus funds are parked only in approved invesment categories with well defined limits. Investment category is periodically reviewed by the Board of Directors of the Company.
Credit risk arising from balances with banks and other cash equivalents is limited and no collaterals are held against these because the counterparties are banks and recognised financial institutions with high credit ratings assigned by credit rating agencies.
Loans and other financial assets measured at amortized cost includes loans to related parties, security deposits and others. Credit risk related to these financial assets are managed by monitoring the recoverability of such amounts continuously, while at the same time internal control system is in place to ensure that the amounts are within defined limits.
Customer credit risk is managed as per companyâs established policy, procedure and control related to credit risk management. Credit quality of the customer is assessed based on his previous track record. Outstanding customer receivables are regularly monitored. An impairment analysis is performed at each balance sheet date on an individual basis for major customers. In addition, a large number of minor receivables are grouped into homogenous groups and assessed for impairment collectively. Assets are written off when there is no reasonable expectation of recovery. The Company continues to engage with parties whose balances are written off and attempts to enforce repayment. Recoveries made are recognized in statement of profit and loss. The maximum exposure to credit risk at the balance sheet date is the carrying value of each class of financial assets.
The Company assesses and manages credit risk of financial assets on the basis of assumptions, inputs and factors specific to the class of financial assets. The Company provides for expected credit loss on Cash and cash equivalents, other bank balances, investments, loans, trade receivables and other financial assets based on 12 months expected credit loss/life time expected credit loss/ fully provided for. Life time expected credit loss is provided for trade receivables.
Expected credit loss for trade receivables under simplified approach
In respect of trade receivables, the Company considers provision for lifetime expected credit loss. Given the nature of business operations, the Companyâs trade receivables has low credit risk. Further, historical trends indicate any shortfall between such deposits held by the Company and amounts due from customers have been negligible. Hence, no loss allowances using life time expected credit loss mode is required.
(b) Liquidity risk
Liquidity risk is defined as the risk that the company will not be able to settle or meet its obligation on time or at reasonable price.
Prudent liquidity risk management implies maintaining sufficient cash and the availability of funding through an adequate amount of committed credit facilities to meet obligations when due. Due to the nature of the business, the Company maintains flexibility in funding by maintaining availability under committed facilities. Management monitors rolling forecasts of the Companyâs liquidity position and cash and cash equivalents on the basis of expected cash flows. The Company takes into account the liquidity of the market in which the entity operates.
The tables below summarises the Companyâs Financial Liabilities into relevant maturity groupings based on their contractual maturities :
(c) Market Risk
Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of change in market prices. Market rate risk comprises of currency risk, interest rate risk and other price risk such as equity price risk and commodity risk.
Foreign Currency Risk
Foreign currency risk is the risk of impact related to fair value of future cash flows if an exposure in foreign currency, which fluctuate due to change in foreign currency rate. The Company has no international transactions and is not exposed to foreign exchange risk.
Interest Rate Risk
Interest rate risk is the risk that an upward movement in the interest rate would adversely effect the borrowing cost of the company.
The company manages its interest rate risk by regular monitoring and taking necessary actions as are necessary to maintain an appropriate balance.
i) Liabilities
The Companyâs fixed rate borrowings are carried at amortised cost. They are, therefore, not subject to interest rate risk as defined in Ind AS 107, since neither the carrying amount nor the future cash flows will fluctuate because of a change in market interest rates.
The exposure of the Companyâs borrowings to interest rate changes at the end of the reporting period are as follows:
a) Interest Rate Risk Exposure
b) Sensitivity Analysis
Profit or loss estimate to higher/lower interest rate expense from borrowings as a result of changes in interest rates.
ii) Assets
The companyâs fixed deposits, interest bearing security deposits and loans are carried at fixed rate. Therefore, not subject to interest rate risk as defined in Ind AS 107, since neither the carrying amount nor the future cash flows will fluctuate because of a change in market interest rates.
Price Risk
Price Risk is the risk that the fair value of financial instrument will fluctuate due to change in market traded price.
The Companyâs exposure to price risk arises from investments held and classified as FVTPL. To manage the price risk arising from investments in mutual funds, the Company diversifies its portfolio of assets.
9. Capital Management
(a) Risk Management
For the purpose of the Companyâs capital management, capital includes issued equity capital, securities premium and all other equity reserves attributable to the equity share-holders of the Company. The Companyâs objective when managing capital is to safeguard its ability to continue as a going concern so that it can continue to provide returns to shareholders and other stake holders and maintain an optimal capital structure to reduce the cost of Capital.
The Company manages its capital structure and makes adjustments in light of changes in the financial condition and the requirements of the financial covenants. To maintain or adjust the capital structure, the Company may adjust the dividend payment to shareholders, return capital to shareholders (buy back its shares) or issue new shares.
In order to achieve this overall objective, the Companyâs capital management, amongst other things, aims to ensure that it meets financial covenants attached to the interest-bearing loans and borrowings that define capital structure requirements. The Company has complied with these covenants.
No changes were made in the objectives, policies or processes for managing capital during the year ended 31st March, 2018 and 31st March, 2017.
10. First-time Adoption of Ind AS
(i) These financial statements, for the year ended 31st March, 2018, are the first financial statements, the Company has prepared in accordance with Ind AS.
Accordingly, the Company has prepared financial statements which comply with Ind AS applicable for year ended 31st March, 2018, together with the comparative figures for the year ended 31st March, 2017, as described in the summary of significant accounting policies [Refer Note No.2-3].
The Company has prepared the opening Balance Sheet as per Ind AS as of 1st April, 2016 (the transition date) by:
a. recognising all assets and liabilities whose recognition is required by Ind AS,
b. not recognising items of assets or liabilities which are not permitted by Ind AS,
c. reclassifying items from previous Generally Accepted Accounting Principles (GAAP) to Ind AS as required under Ind AS, and
d. applying Ind AS in measurement of recognised assets and liabilities.
(iii) Ind AS 101 mandates certain exceptions and allows first-time adopters exemptions from the retrospective application of certain requirements under Ind AS. The Company has applied the following exemptions in the financial statements:
a) Property, plant and equipment and intangible assets were carried in the Balance Sheet prepared in accordance with previous GAAP on 31st March, 2016. Under Ind AS, the Company has elected to regard such carrying values as deemed cost at the date of transition.
b) Ind AS estimates as at 1 April 2016 are consistent with the estimates as at the same date made in conformity with previous GAAP. The Company made estimates for Impairment of financial assets based on expected credit loss model in accordance with Ind AS at the date of transition as these were not required under previous GAAP.
(iv) In addition to the above, the principal adjustments made by the Company in restating its previous GAAP financial statements, including the Balance Sheet as at 1st April, 2016 and the financial statements as at and for the year ended 31st March, 2017 are detailed below:
a) The Company has undertaken a detailed exercise to determine the cost of project in context of the requirement of the Ind AS and accordingly realigned cost of project inventory.
b) Under previous GAAP, actuarial gains and losses related to the defined benefit schemes for gratuity were recognised in profit or loss. Under Ind AS, the actuarial gains and losses form part of remeasurement of the net defined benefit liability/asset which is recognised in OCI. Consequently, the tax effect of the same has also been recognised in OCI instead of profit or loss.
c) Under previous GAAP, financial assets and security deposits paid were initially recognized at transaction price. Subsequently, any finance income were recognized based on contractual terms. Under Ind AS, such financial instruments are initially recognized at fair value and subsequently carried at amortised cost determined using the effective interest rate. Any difference between transaction price and fair value affects profit and loss unless it quantifies for recognition as some other type of asset.
d) Under previous GAAP, transaction costs incurred towards origination of borrowings were recognised in profit or loss. Under Ind AS, transaction costs incurred towards origination of borrowings is deducted from the carrying amount of borrowings on initial recognition. These costs are recognized in the statement of profit and loss over the tenure of the borrowing as part of the finance cost by applying the effective interest method.
e) Under previous GAAP, non-current investments were stated at cost. Where applicable, provision was made to recognise a decline, other than temporary in nature, in valuation of such investments. Under Ind AS, equity instruments [other than investment in subsidiaries, joint ventures and associates] have been classified as Fair Value through Other Comprehensive Income (FVTOCI) through an irrevocable election at the date of transition.
f) Investment in highly liquid Mutual Funds classified as cash and cash equivalents under previous GAAP and carried at lower of cost and fair value as on 31st March, 2017, have been measured at Fair Value through Profit or Loss (FVTPL).
g) Retained earnings and statement of profit and loss has been adjusted consequent to the Ind AS transition adjustments with corresponding impact to deferred tax, wherever applicable.
h) Under Ind AS, there is no impact in cash flow statement.
11. Standards issued but not yet effective:
The standard issued, but not yet effective up to the date of issuance of the Company financial statements is disclosed below. The Company intends to adopt this standard when it becomes effective.
Ind AS 115 Revenue from Contracts with Customers Ind AS 115 was issued in February 2015 and establishes a five step model to account for revenue arising from contracts with customers.
Under Ind AS 115 revenue is recognised at an amount that reflects the consideration to which an entity expects to be entitled in exchange for transferring goods or services to a customer. The new revenue standard will supersede all current revenue recognition requirements under Ind AS. This standard will come into force from accounting period commencing on or after 1st April 2018. The Company will adopt the new standard on the required effective date. During the current year, the Company performed a preliminary assessment of Ind AS 115, which is subject to changes arising from a more detailed ongoing analysis.
12. The previous yearâs including figures as at the date of transition have been reworked, regrouped, rearranged and reclassified wherever necessary. Amounts and other disclosures for the preceding year including figures as at the date of transition are included as an integral part of the current year financial statements and are to be read in relation to the amounts and other disclosures relating to the current year.
Mar 31, 2016
1. Contingent Liabilities
(a) Bank Guarantee: Guarantees given by bank on behalf of the Company amounting to Rs. 23.00 Lakhs. (P.Y. Rs. 14.00 lakhs.)
(b) Outstanding Guarantee: The Company has given guarantee for loans taken by other companies from Banks or financial institutions and outstanding amount as on 31st March 2016 is Rs. 34,802 Lakhs. (P.Y. Rs. 20,256 lakhs)
2. There are no Micro, Small and Medium Enterprises, to whom the Company owes dues, which are outstanding for more than 45 days as at 31st March 2016. This information as required to be disclosed under the Micro, Small and Medium Enterprises Development Act, 2006 has been determined to the extent such parties have been identified on the basis of information available with the Company.
3. Related Party Transactions
The Company has transactions with the following related parties:
A. Key Management Personnel :
Sunil Jha : Managing Director
Hari Prasad Kanoria : Chief Mentor
Badri Kumar Tulsyan : Chief Financial Officer
Manoj Agarwal : Company Secretary
B. Subsidiary Company:
Shristi Urban Infrastructure Development Limited Shristi Udaipur Hotels & Resorts Private Limited
Border Transport Infrastructure Development Limited
East Kolkata Infrastructure Development Private Limited
Kanchan Janga Integrated Infrastructure Development Private Limited
Medi-Net Services Private Limited
Finetune Engineering Services Private Limited
Vipani Hotels & Resorts Private Limited
C. Joint Ventures:
Bengal Shristi Infrastructure Development Limited TSCCF Shristi Infrastructure Development Limited Shristi Hotel Private Limited
D. Associates:
Suasth Health Care (India) Private Limited Suasth Liver Centre Private Limited
4. Deferred Tax has been recognized as per AS 22 in respect of timing difference relating to accumulated depreciation and 43B items, which is capable of being reversed in future.
5. Keeping in view the nature of operations of the Company, the requirements for quantitative details are not applicable to construction business and accordingly not furnished.
6. a) Cash Credit Accounts with UCO Bank, Indian Bank, Oriental Bank of Commerce, Yes Bank, and Axis Bank Ltd are collaterally secured by mortgage of land with Corporate & Personal Guarantee belonging to third party.
b) Overdraft facility sanctioned for working capital purposes is secured by way of second / subservient charge over the current assets of the Company.
c) Car Loan from Bank is secured against the car purchased from the loan.
7. Earnings Per Share (EPS):
The basic Earnings Per Share (''EPS'') is computed by dividing the net profit after tax for the year by the weighted average number of equity shares outstanding during the year. For the purpose of calculating diluted earnings per share, net profit after tax for the year and the weighted average number of shares outstanding during the year are adjusted for the effects of all dilutive potential equity shares. The dilutive potential equity shares are deemed converted as of the beginning of the period, unless they have been issued at a later date. The diluted potential equity shares have been adjusted for the proceeds receivable had the shares been actually issued at \ fair value (i.e. the average market value of the outstanding shares). In computing dilutive earnings per share, only potential equity shares that are dilutive and that reduce profit / loss per share are included.
8. a) The disclosures required under Accounting Standard 15 "Employee Benefits" notified in the Companies (Accounting Standard) Rules 2006, are given below:
Contribution to Defined Contribution Plan, recognized are charged off for the year are as Employer''s Contribution to Provident Fund Rs. 16,32,554/- (P.Y. Rs. 8,30,210/-) and Employer''s Contribution to ESI Rs. 53,375/- (P.Y. Rs. 39,651/-)
b) The Company has a defined benefit gratuity plan. Every employee who has completed five years or more of service gets a gratuity on departure at 15 days last drawn salary for each completed year of service. The scheme is not funded with any insurance company.
The following tables summarize the components of net benefit expenses recognized in the Statement of Profit & Loss and the funded status and amounts recognized in the balance sheet for the respective plan.
9. Contract Receipt includes unbilled revenue and value of Materials sold to sub-contractors.
10. Derivative Transaction:
There is no derivative transaction of the Company during the year.
11. Capital expenditure - Contingent & Commitment:
There is no commitment by the Company towards capital expenditure and no contingent liabilities arise on this account.
12. Use of Estimates and Judgment:
The Company has not made any estimate or made use of any judgment while recording transactions of the Company.
13 (a) Pursuant to scheme of amalgamation between the Company (Transferee Company) and Shristi Housing Development Limited, Vitthal Hospitality Private Limited and Vivekananda Skyroad Limited (herein after refer to as Transferor Companies) as approved by the Hon''ble Calcutta High Court on 16th February 2016 the Transferor Companies stand amalgamated with the Transferee Company. Consequently all the properties, rights and powers of the Transferor Companies with effect from the Appointed Date (1st January, 2015) transferred to and vest in the Transferee Company & all the estate & interest of the Transferor Companies. Also all the debt liabilities, duties and obligations of the Transferor Companies from the said appointed date transferred to the Transferee Company and become the debt liabilities, duties and obligation of the Transferee Company.
(b) The effective date of Amalgamation for accounting purposes is 31st March 2016.
(c) The amalgamation has been accounted for under "Pooling and Interest method" as prescribed by the accounting standard, AS-14 "Accounting of Amalgamation" in accordance to which;
14. The assets and liabilities of the transferor companies have been incorporated In the Financial Statement of the Transferee Company with effect from the appointed date.
15. In terms of the said scheme of Amalgamation all shares held by the Transferee Company in the share capital of Shristi Housing Development Limited and all shares held by Shristi Housing Development Limited in the share capital of Vitthal Hospitality Private Limited and Vivekananda Skyroad Limited shall stand cancelled, upon the scheme becoming effective. Accordingly in lieu thereof no allotment of any new share or any payment is made to any person.
16. Details of Summarized Values of assets and liabilities of Shristi Housing Development Limited, Vitthal Hospitality Private Limited and Vivekananda Skyroad Limited as acquired pursuant to the scheme and the treatment of the difference between the net assets acquired and the cost of investments held by the Company are as under:-
17. Previous year figures have been rearranged and regrouped, wherever considered necessary. Current year figures includes amount taken over on Amalgamation of the Transferor Companies and hence not strictly comparable with the previous year''s figures.
Mar 31, 2015
1. Working Capital Loan from banks carries interest rate ranging from
14 to 15% per annum. The loan is secured by 1st Pari Passu charge by
way of hypothecation on the entire stock of Inventory, receivable,
Bills and other chargeable current assets of the company, EMTD of
Landed Property at Mouja, Ghuni, Rajarhat owned by Prajna Vidya Bharti
Pvt. Ltd, Pari- Passu Charge on all Movable and Immovable Fixed Asset
of the company.
2. Unsecured Loan from Bodies Corporate carries interest rate ranging
from 16 to 17% per annum. Repayable within 30 to 180 days from the date
of disbursal. There has been no default in repayment of either
principal or interest amount.
3. Amount credited in Capital Reserve arising due to Haldia project
being restated at their fair values pursuant to Scheme of Arrangement
and its correspondingly included in Fixed Asset Schedule as Development
Right.
4. Contingent Liabilities
(a) Bank Guarantee : Guarantees given by bank on behalf of the company
amounting to Rs. 14.00 lacs (P. Y. Rs. 139.06 lacs.)
(b) Outstanding Guarantee : The Company has given guarantee for loans
taken by Other Companies from Banks or financial institutions and
outstanding amount as on 31st March, 2015 is - Rs. 20,256 Lacs. (P. Y.
Rs. 10,249 lacs)
5. There are no Micro, Small and Medium Enterprises, to whom the
Company owes dues, which are outstanding for more than 45 days as at
31st March, 2015. This information as required to be disclosed under
the Micro, Small and Medium Enterprises Development Act, 2006 has been
determined to the extent such parties have been identified on the basis
of information available with the Company.
6. Related Party Transactions
The Company has transactions with the following related parties :
A. Key Management Person Sunil Jha
: Managing Director (Appointed on 04/03/14)
Debi Prasad Sarawgi : Managing Director (Resigned on 03/03/14)
Hari Prasad Kanoria : Chief Mentor
Badri Kumar Tulsyan : Chief Financial Officer
Manoj Agarwal : Company Secretary
B. Subsidiary Company:
Shristi Housing Development Limited**
C. Sub-Subsidiaries :
Shristi Urban Infrastructure Development Limited
Shristi Udaipur Hotels & Resorts Private Limited
Vivekananda Skyroad Limited
Border Transport Infrastructure Development Limited
East Kolkata Infrastructure Development Private Limited
World City Development Private Limited
Kanchan Janga Integrated Infrastructure Development Private Limited
Medi-Net Services Private Limited
Vitthal Hospitality Private Limited
Finetune Engineering Services Private Limited
Vipani Hotels & Resorts Private Limited
D. Joint Ventures:
Bengal Shristi Infrastructure Development Limited
TSCCF Shristi Infrastructure Development Limited
Shristi Hotel Private Limited**
E. Associates
Suasth Health Care (India) Private Limited
Suasth Liver Centre Private Limited
7. The contract income & other income have been accounted for
inclusive of tax deducted at source Rs. 2,15,02,773/- (P. Y. Rs.
13,103,732/-).
8. Deferred Tax has been recognized as per AS 22 in respect of timing
difference relating to accumulated depreciation and 43B items, which is
capable of being reversed in future.
9. Keeping in view the nature of operations of the Company, the
requirements for quantitative details are not applicable to
construction business and accordingly not furnished.
10. Cash Credit Accounts with UCO Bank, Indian Bank, Oriental Bank of
Commerce, Yes Bank and Axis Bank Ltd are collaterally secured by
mortgage of land with Corporate & personal guarantee belonging to third
party.
11. a) The disclosures required under Accounting Standard 15 "Employee
Benefits" notified in the Companies (Accounting Standard) Rules 2006,
are given below :
Contribution to Defined Contribution Plan, recognized are charged off
for the year are as Employer's Contribution to Provident Fund Rs.
8,30,210/- (P. Y. Rs. 19,93,097/-) and Employer's Contribution to ESI
Rs. 39,651/- (P. Y. Rs. 55,169/-)
b) Disclosure under AS-15 : The present value of obligation is
determined on the basis of actuarial valuation using Projected Unit
credit actuarial Method. The obligation for leave encashment is
recognised in the same manner as gratuity.
12. Contract Receipt includes value of Materials sold to
sub-contractors.
13. Derivative Transaction :
There is no derivative transaction of the company during the year.
14. Capital expenditure - Contingent & Commitment:
There is no capital expenditure of the company during the year. No
contingent liabilities arise on this account. There is no commitment by
the company towards capital expenditure.
15. Use of Estimates and Judgment:
The company has not made any estimate or made use of any judgment while
recording transactions of the company.
16. The company has reclassified the previous year's figures in
accordance with the requirement applicable in the current year.
Mar 31, 2014
1. Amount credited in Capital Reserve arising due to Haldia project
being restated at their fair values pursuant to Scheme of Arrangement
and its correspondingly included in Fixed Asset Schedule as Development
Right.
2. Contingent Liabilities
(a) Bank Guarantee: Guarantees given by bank on behalf of the company
amounting to Rs. 139.06 lacs (Previous Year -Rs. 104.23 lacs).
(b) Outstanding Guarantee: The Company has given guarantee for loans
taken by Other Companies from Banks or financial institutions and
outstanding amount as on 31st March 2014 is - Rs. 10249 Lacs (P.Y Rs.
2240 lacs)
3. There are no Micro, Small and Medium Enterprises, to whom the
Company owes dues, which are outstanding for more than 45 days as at
31st March, 2014. This information as required to be disclosed under
the Micro, Small and Medium Enterprises Development Act, 2006 has been
determined to the extent such parties have been identified on the basis
of information available with the Company.
4. RelatedPartyTransactions
The Company has transactions with the following related parties :
A. Key Management Person
Sunil Jha : Managing Director (Appointed on 04/03/14)
Debi Prasad Sarawgi : Managing Director (Resigned on 03/03/14)
Hari Prasad Kanoria : Chief Mentor
5. Deferred Tax has been recognized as per AS 22 in respect of timing
difference relating to accumulated depreciation and 43B items, which is
capable of being reversed in future.
6. Keeping in view the nature of operations of the Company, the
requirements for quantitative details are not applicable to
construction business and accordingly not furnished.
7. Cash Credit Accounts with UCO Bank, Indian Bank, Oriental Bank of
Commerce, Yes Bank and Axis Bank are collaterally secured by mortgage
of land with Corporate & personal guarantee belonging to third party.
The basic earnings per share (''EPS'') is computed by dividing the net
profit after tax for the year by the weighted average number of equity
shares outstanding during the year. For the purpose of calculating
diluted earnings per share, net profit after tax for the year and the
weighted average number of shares outstanding during the year are
adjusted for the effects of all dilutive potential equity shares. The
dilutive potential equity shares are deemed converted as of the
beginning of the period, unless they have been issued at a later date.
The diluted potential equity shares have been adjusted for the proceeds
receivable had the shares been actually issued at fair value (i.e. the
average market value of the outstanding shares).
In computing dilutive earnings per share, only potential equity shares
that are dilutive and that reduce profit / loss per share are included.
8. a) The disclosures required under Accounting Standard 15 "Employee
Benefits" notified in the Companies (Accounting Standard) Rules 2006,
are given below:
Contribution to Defined Contribution Plan, recognized are charged off
for the year are as Employer''s Contribution to Provident Fund Rs.
19,93,097/- (Previous year Rs. 31,68,362/-) and Employer''s Contribution
to ESI Rs. 55,169/- (Previous Year Rs. 81,289/-)
b) Disclosure under AS-15 : The present value of obligation is
determined on the basis of actuarial valuation using Projected Unit
credit actuarial Method. The obligation for leave encashment is
recognised in the same manner as gratuity.
9. Contract Receipt includes value of Materials sold to
sub-contractors.
10. Derivative Transaction :
There is no derivative transaction of the company during the year.
11. Capital expenditure - Contingent & Commitment:
There is no capital expenditure of the company during the year. No
contingent liabilities arise on this account. There is no commitment by
the company towards capital expenditure.
12. Use of Estimates and Judgment:
The company has not made any estimate or made use of any judgment while
recording transactions of the company.
13. The company has reclassified the previous year''s figures in
accordance with the requirement applicable in the current year.
Mar 31, 2013
1. Amount credited in Capital Reserve arising due to Haldia project
being restated at their fair values pursuant to Scheme of Arrangement
and its correspondingly included in Fixed Asset Schedule as Development
Right.
2. Contingent Liabilities
(a) Bank Guarantee: Guarantees given by bank on behalf of the company
amounting to Rs. 104.23 Lacs (Previous Year -Rs. 412.48 Lacs.)
(b) Outstanding Guarantee: The Company has given guarantee for loans
taken by Other Companies from Banks or financial institutions and
outstanding amount as on 31st March 2013 is - Rs. 2240 Lacs. (P.Y Rs. 3800
Lacs)
3. There are no Micro, Small and Medium Enterprises, to whom the
Company owes dues, which are outstanding for more than 45 days as at
31st March, 2013. This information as required to be disclosed under
the Micro, Small and Medium Enterprises Development Act, 2006 has been
determined to the extent such parties have been identified on the basis
of information available with the Company.
4. Related Party Transactions
The Company has transactions with the following related parties:
A. Key Management Person : Debi Prasad Sarawgi : Managing Director
Sujit Kanoria : Managing Director (Resigned on 10/02/2012)
Hari Prasad Kanoria : Chief Mentor
5. The Contract Income & Other Income have been accounted for
inclusive of tax deducted at source - Rs. 99,39,661/- (Previousyear-Rs.
2,69,28,343/-).
6. Deferred Tax has been recognized as per AS 22 in respect of timing
difference relating to accumulated depreciation and 43B items, which is
capable of being reversed in future.
7. Keeping in view the nature of operations of the Company, the
requirements for quantitative details are not applicable to
construction business and accordingly not furnished.
8. Cash Credit Accounts with UCO Bank, Indian Bank, Oriental Bank of
Commerce, Yes Bank and Axis Bank Ltd. are collaterally secured by
mortgage of land with corporate & personal guarantee belonging to third
party.
9. a) The disclosures required under Accounting Standard 15 "Employee
Benefits" notified in the Companies (Accounting Standard) Rules 2006,
are given below:
Contribution to Defined Contribution Plan, recognized are charged off
for the year are as Employer''s Contribution to Provident Fund Rs.
31,68,362/- (Previous year- Rs. 40,82,637/-).
b) Disclosure under AS-15 : The present value of obligation is
determined on the basis of actuarial valuation using Projected Unit
credit actuarial Method. The obligation for leave encashment is
recognised in the same manner as gratuity.
10. Contract Receipt includes value of materials sold to
sub-contractors.
11. Derivative Transaction
There is no derivative transaction of the company during the year.
12. Capital Expenditure - Contingent & Commitment
There is no capital expenditure of the company during the year. No
contingent liabilities arise on this account. There is no commitment by
the company towards capital expenditure.
13. Use of Estimates and Judgment
The company has not made any estimate or made use of any judgment while
recording transactions of the company.
14. The Company has reclassified the previous year''s figures in
accordance with the requirement applicable in the current year.
Mar 31, 2012
1. Amount credited in Capital Reserve arising due to Haldia project
being restated at their fair values pursuant to Scheme of Arrangement
and its correspondingly included in Fixed Asset Schedule as Development
Right.
2. Contingent Liabilities
(a) Bank Guarantee: Guarantees given by bank on behalf of the company
amounting to Rs. 412.48 lacs (Previous Year - Rs. 636.98 lacs.)
(b) Outstanding Guarantee: The Company has given guarantee for loans
taken by Other Companies from Banks or financial institutions and
outstanding amount as on 31st March 2012 is - Rs. 3800 Lacs. (P.Y Rs. 5650
lacs)
3. There are no Micro, Small and Medium Enterprises, to whom the
Company owes dues, which are outstanding for more than 45 days as at
31st March, 2012. This information as required to be disclosed under the
Micro, Small and Medium Enterprises Development Act, 2006 has been
determined to the extent such parties have been identified on the basis
of information available with the Company.
4. The Contract Income & Other Income have been accounted for
inclusive of tax deducted at source - Rs. 2,69,28,343/- (Previous year-Rs.
2,98,46,856/-).
5. Deferred Tax has been recognized as per AS 22 in respect of timing
difference relating to accumulated depreciation and 43B items, which is
capable of being reversed in future.
6. Keeping in view the nature of operations of the Company, the
requirements for quantitative details are not applicable to
construction business and accordingly not furnished.
7. Cash Credit Accounts with UCO Bank, Indian Bank, Oriental Bank of
Commerce, Yes Bank and Axis Bank Ltd. are collaterally secured by
mortgage of land with corporate & personal guarantee belonging to third
party.
The Basic Earnings Per Share ('EPS') is computed by dividing the net
profit after tax for the year by the weighted average number of equity
shares outstanding during the year. For the purpose of calculating
diluted earnings per share, net profit after tax for the year and the
weighted average number of shares outstanding during the year are
adjusted for the effects of all dilutive potential equity shares. The
dilutive potential equity shares are deemed converted as of the
beginning of the period, unless they have been issued at a later date.
The diluted potential equity shares have been adjusted for the proceeds
receivable had the shares been actually issued at/fair value (i.e. the
average market value of the outstanding shares).
In computing dilutive earnings per share, only potential equity shares
that are dilutive and that reduce profit/loss per share are included.
8. a) The disclosures required under Accounting Standard 15 "Employee
Benefits" notified in the Companies (Accounting Standard) Rules 2006,
are given below:
Contribution to Defined Contribution Plan, recognized are charged off
for the year are as Employer's Contribution to Provident Fund Rs.
40,82,637/- (Previous year- Rs. 27,51,229/-)
b) Disclosure under AS-15 : The present value of obligation is
determined on the basis of actuarial valuation using Projected Unit
credit actuarial Method. The obligation for leave encashment is
recognised in the same manner as gratuity.
9. The Income Tax Assessment for A.Y 2008-09, A.Y 2009-10 and A.Y
2010-11 was completed during the current financial year, which resulted
in short provision of Rs. 4,50,94,000/-. The same is adjusted with the
opening balance of surplus/deficit during the current financial year.
10. Derivative Transaction:
There is no derivative transaction of the company during the year.
11. Capital Expenditure - Contingent & Commitment:
There is no capital expenditure of the company during the year. No
contingent liabilities arise on this account. There is no commitment by
the company towards capital expenditure.
12. Use of Estimates and Judgment:
The company has not made any estimate or made use of any judgment while
recording transactions of the company.
13. During the year ended 31st March, 2012, the revised Schedule VI
notified under the Companies Act, 1956 has become applicable to the
company for preparation and presentation of its financial statements.
The Company has reclassified the previous year's figures in accordance
with the requirement applicable in the current year.
Mar 31, 2011
1. Amount credited in Capital Reserve arising due to Haldia project
being restated at their fair values pursuant to Scheme of Arrangement
and its correspondingly included in Fixed Asset Schedule as Development
Right.
2. Contingent Liabilities
(a) Bank Guarantee:
Guarantees given by bank on behalf of the company amounting to
Rs.636.98 Lacs (P. Y. Rs.566.98 Lacs)
(b) The Company has given guarantee for loans taken by Other Companies
from Banks or financial institutions
- Rs.5,650 Lacs (P. Y. Rs.4,470 Lacs)
3. Fixed Deposits with Bank are lodged as security with Government
Departments / Banks.
4. As per available information, there are no amounts outstanding to
SSI undertakings as on 31st March 2011. There are no Micro, Small and
Medium Enterprises, to whom the Company owes dues, which are
outstanding for more than 45 days as at 31st March, 2011. This
information as required to be disclosed under the Micro, Small and
Medium Enterprises Development Act, 2006 has been determined to the
extent such parties have been identified on the basis of information
available with the Company.
5. Related Party Transactions
The Company has transactions with the following related parties:
A. Key Management Person: Sujit Kanoria : Managing Director
Hari Prasad Kanoria : Chief Mentor
6. The contract income & other income have been accounted for
inclusive of tax deducted at source - Rs.2,98,46,856 (Previous year -
Rs. 2,07,56,303).
7. Deferred Tax has been recognized as per AS 22 in respect of timing
difference relating to accumulated depreciation, which is capable of
being reversed in future.
8. Keeping in view the nature of operations of the Company, the
requirements for quantitative details are not applicable to
construction business and accordingly not furnished.
9. Cash Credit Accounts with UCO Bank, Indian Bank, Oriental Bank of
Commerce and Yes bank are collaterally secured by mortgage of land with
Corporate & personal guarantee belonging to third party.
10. a) The disclosures required under Accounting Standard 15 "Employee
Benefits" notified in the Companies (Accounting Standard) Rules 2006,
are given below:
Contribution to Defined Contribution Plan, recognized are charged off
for the year are as Employer's Contribution to Provident Fund
Rs.27,51,229 (Previous year- Rs.17,58,208)
The Company makes contribution to Government Statutory Fund.
b) Disclosure under AS-15:- The present value of obligation is
determined on the basis of actuarial valuation using Projected Unit
credit actuarial Method. The obligation for leave encashment is
recognised in the same manner as gratuity.
11. Figures pertaining to previous year have been
rearranged/regrouped, reclassified and restated, wherever considered
necessary, to confirm to the classification adopted in the current
year.
Mar 31, 2010
1. Scheme of arrangement
These accounts have given effect to the Scheme of Arrangement as
approved by the Shareholders on 14/09/09 and as sanctioned by the
Honble High Court of Kolkata on 01/03/10 with Appointed date on
31.03.2009 by virtue of which all the related assets and liabilities of
the Infrastructure Division as on 31.03.2009 stood transferred to and
vested in Shrivasa Infra Pvt. Ltd. Wholly owned for a consideration of
Rs.3.39 CR.
However, as the accounts for the year ended 31.03.2009 have already
been approved by the shareholders at the Annual General Meeting of
Shrishti Infrastructure Development Ltd on 19/09/09, the aforesaid
Scheme of Arrangement have been given effect to the in Accounts for the
year ended 31.03.2010 with balances of the aforesaid related
Assets/Liabilities as of 31.03.2009 adjusted aforesaid.
The said consideration will be satisfied by Shrivasa Infra Pvt. Ltd by
allotment of 2,50,000/- Equity share of Rs. 10/- each fully paid and
balance in cash. The aforesaid order was received from High Court ot
Kolkata on 5th April, 2010 and the same was filed with Registrar on
07/04/10.
Accordingly the amount Rs.25,00,000, value of 2,50,000 Equity Shares of
Rs.10/- each to be allotted by Shrivasa Infra Pvt. Ltd as part of
consideration as per scheme of Arrangement has been shown as share of
suspense receivable and included in Advance receivable in cash or kind
in this balance sheet.
Unsecured Loan from Body Corporate includes Rs. 13,01,36,668/-which is
net of the following:
Amount receivable from Shrivasa Infra Pvt Ltd pursuant Scheme of
Arrangement-
2. Amount credited in Capital Reserve arising due to Haldia project
being restated at their fair values pursuant to Scheme of Arrangement
and its correspondingly included in Fixed Asset Schedule as Development
Right.
3. Continent Liabilities
(a) Bank Guarantee:
Guarantees given by bank on behatf of the company amounting to Rs.
566.98 lacs (Previous Year - Rs. 472.08 lacs.)
Inland letter of credits given by bank on behalf of the company to
Rs.Nil (P.Y. Rs. 142,07.lacs. The Company has given guarantee for
loans taken by Other Companies from Banks or financial institutions
-Rs.4470 Lacs.(P.Y Rs. 10970 lacs)
4. Fixed Deposits with Bank are lodged as security with Government
Departments / Banks.
5. As per available information, there are no amounts outstanding to
SSI undertakings as on 31st March 2010. There are no Micro, Small and
Medium Enterprises, to whom the Company owes dues, which are
outstanding for more than 45 days as at 31st March, 2010. This
information as required to be disclosed under the Micro, Small and
Medium Enterprises Development Act, 2006 has been determined to the
extent such parties have been identified on the basis of information
available with the Company
6. Related Party Transactions
The Company has transactions with the following related
parties:
A. Key Management Person :
Sujit Kanoria : Managing Director
Hari Prasad Kanoria : Mentor
7. The contract income & other income have been accounted inclusive of
TDS of Rs. 2,07,56,303/- (Previous year TDS Rs. 3,26,30,998/-).
8. Deferred Tax has been recognized as per AS 22 in respect of timing
difference relating to accumulated depreciation, which is capable of
being reversed in future.
9. Keeping in view the nature of operations of the Company, the
requirements for quantitative details are not applicable to
construction business and accordingly not furnished.
10. Cash Credit Accounts with UCO Bank, Indian Bank, Oriental Bank of
Commerce and Yes Bank are collaterally secured by mortgage of land with
Corporate & personal guarantee belonging to third party.
11. a) The disclosures required under Accounting Standard 15 "Employee
Benefits" notified in the Compania^ (Accounting Standard) Rules 2006,
are given below:
Contribution to Defined Contribution Pan, recognized are charged off
for the year are as Employers Contribution to Provident Fund
Rs.12,98,887/- (Previous year- Rs. 14,56,972/-)
The Company makes contribution to Government Statutory Fund.
b) Defined Benefit Plan
The employers gratuity fund scheme is a defined benefit plan. The
present value of obligation is determined on the basis of actuarial
valuation using Projected Unit credit actuarial Method. The obligations
for leave encashment is recognized in the same manner as gratuity.
12. Previous years figures have been regrouped / rearranged wherever
necessary.
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