Mar 31, 2025
Provisions are recognised when the Company has a present obligation (legal or constructive) as a result of a
past event, it is probable that the Company will be required to settle the obligation, and a reliable estimate
can be made of the amount of the obligation.
The amount recognised as a provision is the best estimate of the consideration required to settle the present
obligation at the end of the reporting period, taking into account the risks and uncertainties surrounding
the obligation. When a provision is measured using the cash flows estimated to settle the present obligation,
its carrying amount is the present value of those cash flows (when the effect of the time value of money is
material).
Contingent liabilities exist when there is a possible obligation arising from past events, the existence of which
will be confirmed only by the occurrence or non-occurrence of one or more uncertain future events not
wholly within the control of the Company, or a present obligation that arises from past events where it is
either not probable that an outflow of resources will be required to settle the obligation or the amount cannot
be reliably estimated. Contingent liabilities are appropriately disclosed unless the possibility of an outflow of
resources embodying economic benefits is remote.
Commitments are future liabilities for contractual expenditure, classified and disclosed as follows:
a) Estimated amount of contracts remaining to be executed on capital account and not provided for.
b) Export obligations against the licenses taken for import of capital goods under the EPCG Scheme.
c) Obligation under the E-Waste (Management) Rules, 2016.
Provisions for the expected cost of warranty obligations for domestic sales are recognised at the date of
sale of the relevant products, at the management''s best estimate of the expenditure required to settle the
Company''s obligation.
Borrowing costs directly attributable to the acquisition, construction or production of an asset that necessarily
takes a substantial period of time to get ready for its intended use or sale are capitalised as part of the cost
of the asset. All borrowing costs are expensed in the period in which they occur. Borrowing costs consist of
interest and other costs that an entity incurs in connection with the borrowing of funds. Interest on Borrowing
is calculated using Effective Interest Rate (EIR) method and is recognised in statement of profit and loss.
Operating segments are reported consistent with the internal reporting provided to Chief Operating
Decision Maker.
Financial assets and financial liabilities are recognised when a Company entity becomes a party to the
contractual provisions of the instruments.
Financial assets and financial liabilities 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 at fair value through profit or loss) are added to or deducted from the fair value of
the financial assets or financial liabilities, as appropriate, on initial recognition. Transaction costs directly
attributable to the acquisition of financial assets or financial liabilities at fair value through profit or loss are
recognised immediately in statement of profit and loss.
All regular way purchases or sales of financial assets are recognised and derecognised on a trade date basis.
Regular way purchases or sales are purchases or sales of financial assets that require delivery of assets within
the time frame established by regulation or convention in the marketplace.
All financial assets are recognized initially at fair value, plus in the case of financial assets not recorded at fair
value through profit or loss (FVTPL), transaction costs that are attributable to the acquisition of the financial
asset. However, trade receivables that do not contain a significant financing component are measured at
transaction price.
Classification of financial assets
Debt instruments that meet the following conditions are subsequently measured at amortised cost:
¦ the asset is held within a business model whose objective is to hold assets in order to collect
contractual cash flows; and
¦ the contractual terms of the instrument give rise on specified dates to cash flows that are solely
payments of principal and interest on the principal amount outstanding.
Investment in subsidiaries are measured at cost less impairment loss, if any
For the impairment policy on financial assets measured at amortised cost, refer paragraph on Impairment
of financial assets.
Debt instruments that meet the following conditions are subsequently measured at fair value through other
comprehensive income (FVTOCI):
¦ the asset is held within a business model whose objective is achieved both by collecting contractual
cash flows and selling financial assets; and
¦ the contractual terms of the instrument give rise on specified dates to cash flows that are solely
payments of principal and interest on the principal amount outstanding.
Interest income is recognised in profit or loss for FVTOCI debt instruments. For the purposes of recognising
foreign exchange gains and losses, FVTOCI debt instruments are treated as financial assets measured at
amortised cost. Thus, the exchange differences on the amortised cost are recognised in profit or loss and
other changes in the fair value of FVTOCI financial assets are recognised in other comprehensive income and
accumulated under the heading of ''Reserve for debt instruments through other comprehensive income''.
When the investment is disposed of, the cumulative gain or loss previously accumulated in this reserve is
reclassified to statement of profit and loss.
For the impairment policy on debt instruments at FVTOCI, refer paragraph on Impairment of financial assets.
All other financial assets are subsequently measured at fair value through profit and loss (FVTPL).
Effective interest method
The effective interest method is a method of calculating the amortised cost of a debt instrument and
of allocating interest income over the relevant period. The effective interest rate is the rate that exactly
discounts estimated future cash receipts (including all fees paid that form an integral part of the effective
interest rate, transaction costs and other premiums or discounts) through the expected life of the debt
instrument, or, where appropriate, a shorter period, to the net carrying amount on initial recognition.
Income is recognised on an effective interest basis for debt instruments other than those financial assets
classified as at FVTPL. Interest income is recognised in statement of profit and loss and is included in the
"Other income" line item.
Financial assets at fair value through profit or loss (FVTPL)
Investments in equity instruments are classified as at FVTPL.
Debt instruments that do not meet the amortised cost criteria or FVTOCI criteria (see above) are measured
at FVTPL. In addition, debt instruments that meet the amortised cost criteria or the FVTOCI criteria but are
designated as at FVTPL are measured at FVTPL.
Financial assets (including derivative assets) at FVTPL are measured at fair value at the end of each reporting
period, with any gains or losses arising on remeasurement recognised in profit or loss. The net gain or loss
recognised in profit or loss incorporates any dividend or interest earned, mark to market gain on the financial
asset and is included in the ''Other income'' line item. Dividend on financial assets at FVTPL is recognised
when the Company''s right to receive the dividends is established, it is probable that the economic benefits
associated with the dividend will flow to the entity, the dividend does not represent a recovery of part of
cost of the investment and the amount of dividend can be measured reliably.
Impairment of financial assets
The Company applies the expected credit loss model for recognising impairment loss on financial assets
measured at amortised cost, debt instruments at FVTOCI, trade receivables, other contractual rights to
receive cash or other financial asset, and financial guarantees not designated as at FVTPL.
Expected credit losses are the weighted average of credit losses with the respective risks of default occurring
as the weights. Credit loss is the difference between all contractual cash flows that are due to the Company
in accordance with the contract and all the cash flows that the Company expects to receive (i.e. all cash
shortfalls), discounted at the original effective interest rate (or credit-adjusted effective interest rate for
purchased or originated credit-impaired financial assets). The Company estimates cash flows by considering
all contractual terms of the financial instrument (for example, prepayment, extension, call and similar
options) through the expected life of that financial instrument.
The Company measures the loss allowance for a financial instrument at an amount equal to the lifetime
expected credit losses if the credit risk on that financial instrument has increased significantly since initial
recognition. If the credit risk on a financial instrument has not increased significantly since initial recognition,
the Company measures the loss allowance for that financial instrument at an amount equal to 12-month
expected credit losses. 12-month expected credit losses are portion of the life-time expected credit losses
and represent the lifetime cash shortfalls that will result if default occurs within the 12 months after the
reporting date and thus, are not cash shortfalls that are predicted over the next 12 months.
If the Company measured loss allowance for a financial instrument at lifetime expected credit loss model in
the previous period, but determines at the end of a reporting period that the credit risk has not increased
significantly since initial recognition due to improvement in credit quality as compared to the previous
period, the Company again measures the loss allowance based on 12-month expected credit losses.
When making the assessment of whether there has been a significant increase in credit risk since initial
recognition, the Company uses the change in the risk of a default occurring over the expected life of the
financial instrument instead of the change in the amount of expected credit losses. To make that assessment,
the Company compares the risk of a default occurring on the financial instrument as at the reporting date
with the risk of a default occurring on the financial instrument as at the date of initial recognition and
considers reasonable and supportable information, that is available without undue cost or effort, that is
indicative of significant increases in credit risk since initial recognition.
For trade receivables or any contractual right to receive cash or another financial asset that result from
transactions that are within the scope of Ind AS 11 and Ind AS 115, the Company always measures the loss
allowance at an amount equal to lifetime expected credit losses.
Further, for the purpose of measuring lifetime expected credit loss allowance for trade receivables, the
Company has used a practical expedient as permitted under Ind AS 109. This expected credit loss allowance
is computed based on a provision matrix which takes into account historical credit loss experience and
adjusted for forward-looking information.
The gross carrying amount of a financial asset is written off (either partially or in full) to the extent that there
is no realistic prospect of recovery.
The impairment requirements for the recognition and measurement of a loss allowance are equally applied
to debt instruments at FVTOCI except that the loss allowance is recognised in other comprehensive income
and is not reduced from the carrying amount in the balance sheet.
Derecognition of financial assets
The Company derecognises a financial asset when the contractual rights to the cash flows from the asset
expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership of the
asset to another party.
On derecognition of a financial asset in its entirety, the difference between the asset''s carrying amount
and the sum of the consideration received and receivable and the cumulative gain or loss that had been
recognised in other comprehensive income and accumulated in equity is recognised in profit or loss if such
gain or loss would have otherwise been recognised in profit or loss on disposal of that financial asset.
On derecognition of a financial asset other than in its entirety (e.g. when the Company retains an option to
repurchase part of a transferred asset), the Company allocates the previous carrying amount of the financial
asset between the part it continues to recognise under continuing involvement, and the part it no longer
recognises on the basis of the relative fair values of those parts on the date of the transfer. The difference
between the carrying amount allocated to the part that is no longer recognised and the sum of the
consideration received for the part no longer recognised and any cumulative gain or loss allocated to it that
had been recognised in other comprehensive income is recognised in profit or loss if such gain or loss would
have otherwise been recognised in profit or loss on disposal of that financial asset. A cumulative gain or loss
that had been recognised in other comprehensive income is allocated between the part that continues to
be recognised and the part that is no longer recognised on the basis of the relative fair values of those parts.
All financial liabilities are subsequently measured at amortised cost using the effective interest method or
at FVTPL.
However, financial liabilities that arise when a transfer of a financial asset does not qualify for derecognition or
when the continuing involvement approach applies, financial guarantee contracts issued by the Company,
and commitments issued by the Company to provide a loan at below-market interest rate are measured in
accordance with the specific accounting policies set out below.
Financial liabilities subsequently measured at amortised cost
Financial liabilities that are not held-for-trading and are not designated as at FVTPL are measured at
amortised cost at the end of subsequent accounting periods. The carrying amounts of financial liabilities
that are subsequently measured at amortised cost are determined based on the effective interest method.
Interest expense that is not capitalised as part of costs of an asset is included in the ''Finance costs'' line item.
The effective interest method is a method of calculating the amortised cost of a financial liability and
of allocating interest expense over the relevant period. The effective interest rate is the rate that exactly
discounts estimated future cash payments (including all fees and points paid or received that form an
integral part of the effective interest rate, transaction costs and other premiums or discounts) through the
expected life of the financial liability, or (where appropriate) a shorter period, to the net carrying amount on
initial recognition.
Financial guarantee contracts
A financial guarantee contract is a contract that requires the issuer to make specified payments to reimburse
the holder for a loss it incurs because a specified debtor fails to make payments when due in accordance
with the terms of a debt instrument.
Financial guarantee contracts issued by a Company entity are initially measured at their fair values and, if not
designated as at FVTPL, are subsequently measured at the higher of:
¦ the amount of loss allowance determined in accordance with impairment requirements of Ind AS
109; and
¦ the amount initially recognised less, when appropriate, the cumulative amount of income recognised in
accordance with the principles of Ind AS 115.
Derecognition of financial liabilities
The Company derecognises financial liabilities when, and only when, the Company''s obligations are
discharged, cancelled or have expired. An exchange with a lender of debt instruments with substantially
different terms is accounted for as an extinguishment of the original financial liability and the recognition
of a new financial liability. Similarly, a substantial modification of the terms of an existing financial liability
(whether or not attributable to the financial difficulty of the debtor) is accounted for as an extinguishment
of the original financial liability and the recognition of a new financial liability. The difference between the
carrying amount of the financial liability derecognised and the consideration paid and payable is recognised
in statement of profit and loss.
Derivative liabilities at FVTPL are stated at fair value, with any gains or losses arising on remeasurement
recognised in profit or loss. The mark to market loss recognised in profit or loss is included in the ''Other
expense'' line item.
Cash and cash equivalents in the balance sheet comprise cash at banks and on hand and short-term deposits
with an original maturity of three months or less, which are subject to an insignificant risk of changes in value.
An item of income or expense which by its size, type or incidence requires disclosure in order to improve an
understanding of the performance of the Company is treated as an exceptional item and disclosed as such
in the financial statements.
Basic earnings per share are calculated by dividing the profit for the period attributable to equity shareholders
by the weighted average number of equity shares outstanding during the period. For the purpose of
calculating diluted earnings per share, the profit 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.
Statement of Cash flows is reported using the indirect method, whereby profit for the year is adjusted for
the effects of transactions of non-cash nature and any deferrals or accruals of past or future cash receipts or
payments. The cash flows from operating, investing and financing activities of the Company are segregated
based on the available information.
The operating cycle is the time between the acquisition of assets for processing and their realization in cash
or cash equivalents. The Company has identified twelve months as its operating cycle.
The preparation of the Company''s Ind AS Financial Statements requires management to make estimates
and judgements that affect the reported amounts of revenues, expenses, assets and liabilities, and the
accompanying disclosures, and the disclosure of contingent liabilities. Uncertainty about these estimates
and judgements could result in outcomes that require a critical adjustment to the carrying amount of assets
or liabilities affected in future periods.
The key judgements concerning the future and other key sources of estimation uncertainty at the reporting
date, that have a significant risk of causing a material adjustment to the carrying amounts of assets and
liabilities within the next financial year, are described below. The Company based its judgements and
estimates on parameters available when the financial statements were prepared. Existing circumstances and
judgements about future developments, however, may change due to market changes or circumstances
arising that are beyond the control of the Company. Such changes are reflected in the judgements when
they occur.
The impairment provisions for Financial Assets are based on judgements about risk of default and expected
cash loss. The Company uses judgement in making these judgements and selecting the inputs to the
impairment calculation, based on Company''s past history, existing market conditions as well as forward
looking estimates at the end of each reporting period. The Company reviews its carrying value of investments
carried at cost in subsidiaries (net of impairment, if any) annually, or more frequently when there is indication
for impairment. If the recoverable amount is less than its carrying amount, the impairment loss is accounted
for in the statement of profit and loss (Refer note no. 39.2 & 39.3).
In measuring the fair value of certain assets and liabilities for financial reporting purpose, the Company uses
market observable data to the extent available. Where such Level 1 inputs are not available, the Company
establish appropriate valuation techniques and inputs to the model. The inputs to these models are taken
from observable markets where possible, but where this is not feasible, a degree of judgment is required
in establishing fair values. Judgments include considerations of inputs such as liquidity risk, credit risk
and volatility. Changes in judgements about these factors could affect the reported fair value of financial
instruments. Refer note 44 for further disclosures.
New and amended Ind ASs effective from April 01,2024
The Ministry of Corporate Affairs (MCA) notifies new standards or amendments to the existing standards
under the Companies (Indian Accounting Standards) Rules as issued from time to time. For the year ended
on March 31,2025, the MCA has notified Ind AS 117 Insurance Contracts and amendments to Ind AS 116
Leases, relating to sale and leaseback transactions, applicable to the Company effective from April 01,2024.
The Company has evaluated the new pronouncements or amendments and there is no material impact on
its Financial Statements.
New and revised Ind ASs in issue but not yet effective
The Ministry of Corporate Affairs (MCA) notifies new standards or amendments to the existing standards.
There is no such notification which will be applicable from April 01,2025.
For category-wise classification of Non-Current Investments Refer note 43(a).
i) The Company has pledged 33,400,000 (Previous year 33,400,000) ordinary shares of Symphony AU Pty. Limited,
Australia worth H183.91 crores (Previous year H183.91 crores) mentioned above in favour of Standard Chartered
Bank, India (security agent for Standard Chartered Bank, UK) as collateral in respect to acquisition loan availed
by Symphony AU Pty Limited, Australia as per terms of the amendment and restatement agreement with the
Bank (Refer note no. 34).
ii) The Company has pledged units of mutual funds worth H24.41 crores (Previous year H22.72 crores) out of
the above mentioned investments in favour of ICICI Bank as security in respect of working capital facility
H75 crores (Previous year H75 crores) sanctioned by the bank.
iii) The Company has pledged units of mutual funds worth H46.38 crores (Previous year H43.27 crores) out of
the above mentioned investments in favour of HDFC Bank as security in respect of working capital facility of
H39 crores (Previous year H39 crores) sanctioned by the bank.
(i) Trade receivables are non-interest bearing and are generally on terms of 0 to 180 days.
(ii) No trade or other receivable are due from directors or other officers of the Company either severally or jointly
with any other person; nor any trade or other receivable are due from firms or private companies in which any
director is a partner, a director or a member.
(iii) There has been no change in the estimation technique for ECL during the current period.
(iv) The Company writes off a trade receivable when there is information indicating that the debtor is in severe
financial difficulty and there is no realistic prospect of recovery.
(i) The Board of Directors have recommended a final dividend of H8/- (400%) per equity share of H2/- each
amounting to H54.94 cr. for FY 24-25. The total dividend for FY 24-25 aggregates to H13/- (650%) per equity
share of H2/- each amounting to H89.30 cr. which includes three interim dividends of H5/- (250%) per equity
share paid during the year. The final dividend is subject to approval by shareholders at the ensuing Annual
General Meeting of the Company.
(ii) In line with the requirement of the Companies Act, 2013, an amount H87.87 crores (Previous year H245.94
crores) [Including tax on buy back of H16.53 crores (Previous year H46.14 crores)] has been utilized from
retained earnings. In accordance with section 69 of the Companies Act, 2013, capital redemption reserve of
H0.06 crores (Previous year H0.20 crores) (representing the nominal value of the shares bought back) has been
created as an apportionment from retained earnings.. Further, transaction cost of buy back of shares of H 1.26
crores (Previous year H2.10 crores) has been reduced from retained earnings.
(iii) The portion of profits not distributed among the shareholders are termed as retained earnings. The Company
may utilise the retained earnings for making investments for future growth and expansion plans, for the
purpose of generating higher returns for the shareholders or for any other specific purpose, as approved by
the Board of Directors of the Company.
The Company makes provident fund contribution which is defined contribution plan, for qualifying employees.
Under the scheme, the Company is required to contribute a specified percentage of payroll costs to fund the
benefits. The Company recognised H1.67 crores (Year ended March 31, 2024 H1.61 crores) for provident fund
contributions in the Statement of Profit and Loss. The contribution payable to this plan by the Company is at
rate specified in the rule of the scheme.
The defined benefit plan of the Company includes entitlement of gratuity for each year of service until the
retirement age.
The plan typically expose the Company to actuarial risks such as: investment risk, interest risk, longevity risk
and salary risk.
As per the policy followed by the Company, all the leaves are enjoyable in the year itself. Therefore there
is no liability of leave encashment existing at the end of the year. Accordingly no provision is made for
leave encashment.
39.1 During the current year, the Company has written off H50.22 crores towards receivable from M/s Pathways
Retail Pvt Ltd, Delhi out of which H45.99 crores is classified as an exceptional item and balance H4.23 crores as
expected credit loss provision.
39.2The Company holds long-term investments in the equity shares of Symphony Au Pty Limited ("SAPL"), a wholly
owned subsidiary having subsidiaries viz. Climate Technologies Pty Limited, Australia, and Bonaire USA LLC,
USA. As of March 31,2025, the carrying amounts of these investments is H183.91 crores.
In earlier years, SAPL''s consolidated turnover and profitability have faced challenges due to external factors.
However, the Company has undertaken various strategic initiatives to expedite SAPL''s turnaround. These
initiatives include expanding the product portfolio, shifting from in-house manufacturing to an outsourced
business model, significantly reducing the Cost of Doing Business (CODB), and broadening distribution and
geographical reach etc.
In the current year, the Company''s management has conducted detailed cash flow projections to determine
the recoverable value of its investments, in line with Ind AS 36 - Impairment of Assets. After a meticulous
evaluation of the aforementioned factors, the management has concluded its assessment, resulting in
a provision for an impairment loss of H50.15 crores. This impairment loss has been recorded against the
Company''s investments and is presented as an exceptional item in the statement of profit and loss.
39.3During FY 2023-24, the Company had made provision for expected credit loss on loan given to Guangdong
Symphony Keruilai Air Coolers Company Limited (GSK), a wholly owned subsidiary of the Company in China
amounting to H7.73 crores, classified as an exceptional item in accordance with the requirements of Ind
AS 109.
In earlier years, i.e. FY 2019-20, the Company had made impairment provision of HI .55 crores towards
investment in GSK and classified it as an exceptional item.
During FY 2024-25, there is an improvement in the operational cashflow of GSK as a result of which it
repaid H10.47 crores towards loan in the current year. Based on the projected cashflows GSK is expected to
repay substantial loan amount in the coming year. Considering this, the Company has reversed provision
for expected credit loss amounting to H7.73 crores towards loan and impairment provision of H1.55 crores
towards Investment. The same has been, classified as an exceptional item in the statement of profit and loss.
During the year, the Company has decided to sell a land in Ahmedabad. Accordingly these assets are classified
as "Assets held for sale" at their carrying value of H5.68 crores as they met the criteria laid out under Ind AS 105
"Non-current Assets Held for Sale and Discontinued Operations".
The Company manages its capital to ensure that the Company will be able to continue as going concern,
while maximising the return to stakeholders through efficient allocation of capital towards expansion
of business, optimisation of working capital requirements and deployment of surplus funds into various
investment options.
The Company is not subject to any externally imposed capital requirements.
The management of the Company reviews the capital structure of the Company on regular basis.
The following table summarises the capital of the Company.
The Company''s management monitors and manages the financial risks relating to the operations of the
Company. These risks include market risk (including currency risk, interest rate risk and other price risk),
credit risk and liquidity risk. The Company''s risk management is done in close co-ordination with the board
of directors and focuses on actively securing the Company''s short, medium and long-term cash flows by
minimizing the exposure to volatile financial markets. The Company does not enter into or trade financial
instruments, including derivative financial instruments, for speculative purposes. The most significant risks to
which the Company is exposed are described below:
Market risk is the risk of any loss in future earnings, in realisable fair values or in future cash flows that may
result from a change in the price of a financial instrument. The Company''s activities expose it primarily to the
financial risks of changes in foreign currency exchange rates, interest rates risk, liquidity risk, credit risk and
price risk which impact returns on investments. Market risk exposures are measured using sensitivity analysis.
The company is mainly exposed to the currency of United States Dollar (USD), Australian Dollar (AUD), and
Chinese Yuan Renminbi (CNY) against Indian Rupee (INR), have an impact on the Company''s operating results.
Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of
changes in foreign exchange rates. The Company enters into foreign exchange forward contracts to manage
the foreign currency risk exposure.
When a derivative is entered into for the purpose of being a hedge, the Company negotiates the terms
of those derivatives to match the terms of the hedged exposure. For hedges of forecast transactions, the
derivatives cover the period of exposure from the point the cash flows of the transactions are forecasted up
to the point of settlement of the resulting receivable or payable that is denominated in the foreign currency.
At March 31,2025 the Company hedged 14% (March 31,2024: 48%) of its expected foreign currency receivable.
Those hedged sales were highly probable at the reporting date. This foreign currency risk is partly hedged by
using foreign currency forward contracts.
The following table details the Company''s sensitivity to a 5% increase and decrease in the H against the
relevant foreign currencies. 5% is the sensitivity rate used when reporting foreign currency risk internally to
key management personnel and represents management''s assessment of the reasonably possible change
in foreign exchange rates. The sensitivity analysis includes only outstanding foreign currency denominated
monetary items and adjusts their transaction at the period end for a 5% change in foreign currency rates.
A positive number below indicates an increase in profit or equity where the H strengthens 5% against the
relevant currency. For a 5% weakening of the Hagainst the relevant currency, there would be a comparable
impact on the profit or equity, and the balances below would be negative.
Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial
loss to the Company.
Financial instruments that are subject to concentrations of credit risk, principally consist of balance with
banks, investments (Bond, NCD, preference share and mutual fund), trade receivables, loans and advances.
Balances with banks were not past due or impaired as at the year end. In other financial assets that are not past
dues and not impaired, there were no indication of default in repayment as at the year end.
Credit risk arises from the possibility that customers may not be able to settle their obligations as agreed.
To manage this risk, the Company periodically assesses the financial reliability of customers, taking into
account their financial position, past experience and other factors. The Company manages credit risk through,
establishing credit limits and continuously monitoring the creditworthiness of customers to which the
Company grants credit terms in the normal course of business.
The management continuously monitors the credit exposure towards the customers outstanding at the end
of each reporting period to determine incurred and expected credit losses.
The Company''s exposure to price risk arises from investments in Bond, NCD, preference share and mutual
fund held by the Company and classified in the balance sheet at fair value through OCI and at fair value
through profit or loss. To manage its price risk arising from investments, the Company diversifies its portfolio.
Diversification of the portfolio is done in accordance with the limits set by the Company.
The table below summarises the impact of increases / decreases of the index on the Company''s equity and
profit for the year.
The Company''s majority investments are primarily in fixed rate interest bearing investments. Except in case of
Market Linked Debentures the Company is not significantly exposed to interest rate risk.
The Company manages liquidity risk by maintaining adequate reserves by continuously monitoring forecast
and actual cash flows, and by matching the maturity profiles of financial assets and liabilities.
The tables below analyse the Company''s financial liabilities into relevant maturity groupings base on their
contractual maturities for all non-derivative financial liabilities.
(i) The Company did not have any Benami property, where any proceeding has been initiated or pending against
the Company for holding any Benami property.
(ii) The Company did not have any transactions with companies struck off.
(iii) The Company did not have any charges or satisfaction which is yet to be registered with ROC beyond the
statutory period.
(iv) The Company has not been declared wilful defaulter by any bank or financial institution or other lender.
(v) The Company has not traded or invested in Crypto currency or Virtual Currency during the financial year.
(vi) The Company has not advanced or loaned or invested funds to any other person(s) or entity(ies), including
foreign entities (Intermediaries) with any oral or written 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
(vii) The Company has not received any fund from any person(s) or entity(ies), including foreign entities
(Funding Party) with any oral or written 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,
(viii) The Company has no such transactions which are 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).
48. Amount below H50 thousand is mentioned as "0.00".
49. The Company evaluates events and transactions that occur subsequent to the balance sheet date but
prior to the approval of financial statements to determine the necessity for recognition and/or reporting of
subsequent events and transactions in the financial statements.
The Company''s Board of Directors, in their meeting held on April 12, 2025, announced a strategic initiative to
explore the divestment/monetization of its stakes in wholly owned subsidiaries: (i) Climate Technologies Pty
Limited (CT) in Australia, and (ii) IMPCO S de R.L. de C.V. (IMPCO) in Mexico by appointing an Investment Banker.
As of May 07, 2025, there were no subsequent events and transactions to be recognised or reported that are
not already disclosed other than mentioned above.
The financial statements were approved for issue by the board of directors on May 07, 2025.
For and on behalf of the board
Achal Bakeri Nrupesh Shah Amit Kumar
Chairman & Managing Director- Executive Director &
Managing Director Corporate Affairs Group CEO
DIN-00397573 DIN-00397701 DIN-01946117
Mayur Barvadiya Girish Thakkar
Place : Ahmedabad Company Secretary & Chief Financial Officer
Date : May 07, 2025 Head Legal
Mar 31, 2024
i) The Company has infused an additional equity of A$ 15 million (equivalent to ~ H82 crores) in its wholly owned subsidiary - Symphony AU Pty Limited, Australia (SAPL) on December 13, 2023 by subscribing 15,000,000 ordinary shares of A$ 1/- each to strengthen the financial standing of SAPL and its subsidiaries (Refer note no. 35).
ii) The carrying amount of long-term investments in equity shares of Symphony AU Pty. Limited, a wholly owned subsidiary company amounts to H183.91 crore as at March 31, 2024. It was incorporated to acquire Climate Technologies Pty Limited - Australia''s leading manufacturer of cooling and heating appliances in June 2018 considering the strong strategic fit for the Group like complementary product range, complementary seasons, deeper extension into countries with dual climates, immediate and deep access to new geographies, insights into brand building and distribution network etc.
The business of Climate Technologies Pty. Limited was planned to be transformed through various strategic initiatives like revamping product portfolio, substantial rationalization of gross margin and cost of doing business, in-house business to outsourced business model, leveraging distribution channel etc. However, the said plan was adversely derailed on account of Covid - 19, geopolitical conflicts, adverse economic conditions and adverse climate changes in the local Australian market etc., resulting into losses in the books of Climate Technologies Pty Limited in the recent years. With normalization of some of these adversities, aforesaid strategic initiatives for business transformation have been put on fast track, resulting into substantial improvement in its gross margin and EBITDA margin since quarter ended December 31,2023. In view of this, the Company has determined the recoverable amounts of its investments in Symphony AU Pty. Limited as at March 31, 2024 by considering a discounted cash flow model. Such determination is based on significant estimates and judgements made by the management as regards the revenue growth, inflation and discount rates and are considered reasonable by the Management. On a careful evaluation of the aforesaid factors, the
Company''s management has concluded that no provision for impairment in respect of such investment is considered necessary at this stage.
iii) The Company has pledged 33,400,000 (Previous year 18,400,000) ordinary shares of Symphony AU Pty. Limited, Australia worth H183.91 crores (Previous year H101.73 crores) mentioned above in favour of Standard Chartered Bank, India (security agent for Standard Chartered Bank, UK) as collateral in respect to acquisition loan availed by Symphony AU Pty Limited, Australia as per terms of the amendment and restatement agreement with the Bank (Refer note no. 35).
iv) The Company has pledged units of mutual funds worth H22.72 crores (Previous year H21.14 crores) out of the above mentioned investments in favour of ICICI Bank as security in respect of working capital facility H75 crores sanctioned by the bank (Previous year H21.95 crores availed by the Company (Refer note no. 18).
v) The Company has pledged units of mutual funds worth H43.27 crores (Previous year H31.83 crores) out of the above mentioned investments in favour of HDFC Bank as security in respect of working capital facility of H39 crores (Previous year H39 crores) sanctioned by the bank (Refer note no. 18).
i) The Company has granted Loan to Guangdong Symphony Keruilai Air Coolers Co. Limited, China for H59.44 crores (previous year H58.69 crores) (including accrued interest) carrying interest rate of 5.60% for business purpose. During the previous year the Company had granted moratorium period of one year for interest.
ii) The Company has granted Loan to Symphony Climatizadores Ltda, Brazil for H12.08 crores (previous year H10.15 crores) carrying interest rate of SOFR of one year plus 244 Basis Point (previous year LIBOR of one year plus 185 Basis Point) for business purpose.
iii) The Company has granted Loan to Symphony AU Pty. Limited, Australia for H13.57 crores (previous year HNil) carrying interest rate of AUD swap rate of one year plus 150 Basis Point for business purpose.
i) The Company has pledged units of mutual funds worth H51.83 crores (Previous year H63.69 crores) out of the above mentioned investments in favour of Standard Chartered Bank, India (security agent for Standard Chartered Bank, UK) as collateral in respect to acquisition loan availed by Symphony AU Pty Limited, Australia as per terms of the amendment and restatement agreement with the Bank (Refer note no. 35).
Trade receivables are non-interest bearing and are generally on terms of 0 to 180 days.
No trade or other receivable are due from directors or other officers of the Company either severally or jointly with any other person; nor any trade or other receivable are due from firms or private companies in which any director is a partner, a director or a member.
i) The Company has granted Loan to Symphony Climatizadores Ltda, Brazil for H0.28 crores (previous year H1.18 crores) (including accrued interest) carrying interest rate of SOFR of one year plus 244 Basis Point (previous year LIBOR of one year plus 126 Basis Point) for business purpose.
ii) Interest accrued on Loan granted to Symphony AU Pty. Limited, Australia H0.85 crores (previous year HNil) carrying interest rate of AUD swap rate of one year plus 150 Basis Point for business purpose.
The Company has only one class of shares referred to as equity shares having a par value of H2/-, rank pari passu in all respects including voting rights and entitlement to dividend.
The Company declares and pays dividends in Indian rupees. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting, except in case of Interim Dividend.
In the event of liquidation of the Company, the holders of equity shares will be entitled to receive assets of the Company remaining after settlement of all liabilities. The distribution will be in proportion to the number of equity shares held by the shareholder.
The Board of Directors of the Company at its meeting held on February 08, 2023 and the shareholders by way of postal ballot on March 15, 2023, approved the buyback of 10,00,000 fully paid equity shares of the face value of H2/- each, aggregating to 1.43% of the paid-up capital of the Company from its shareholders on a proportionate basis through the tender offer route at a price of H2,000/- per share for an aggregate amount not exceeding H200 crores. The Company concluded the buyback procedures during the quarter ended June 30, 2023, and accordingly, 10,00,000 shares were extinguished.
The general reserve is used from time to time to transfer profits from retained earnings for appropriation purposes. As the general reserve is created by a transfer from one component of equity to another and is not an item of other comprehensive income, items included in the general reserve will not be reclassified subsequently to profit or loss.
This reserve represents the cumulative gains and losses arising on the revaluation of debt instruments measured at fair value through other comprehensive income that have been recognised in other comprehensive income, net of amounts reclassified to profit or loss when those assets have been disposed of or impairment losses on such instruments.
The Board of Directors have recommended a final dividend of H8/- (400%) per equity share of H2/- each amounting to H55.17 cr. for FY 23-24. The total dividend for FY 23-24 aggregates to H13/- (650%) per equity share of H2/-each amounting to H89.64 cr. which includes three interim dividends of H5/- (250%) per equity share paid during the year. The final dividend is subject to approval by shareholders at the ensuing Annual General Meeting of the Company.
In line with the requirement of the Companies Act, 2013, an amount H245.94 crores (Including tax on buy back of H46.14 crores) has been utilized from retained earnings. In accordance with section 69 of the Companies Act, 2013, capital redemption reserve of H0.20 crores (representing the nominal value of the shares bought back) has been created as an apportionment from retained earnings.. Further, transaction cost of buy back of shares of H2.18 cores (previous year H0.28 crores) has been reduced from retained earnings.
The portion of profits not distributed among the shareholders are termed as retained earnings. The Company may utilise the retained earnings for making investments for future growth and expansion plans, for the purpose of generating higher returns for the shareholders or for any other specific purpose, as approved by the Board of Directors of the Company.
In accordance with section 69 of the Companies Act, 2013, capital redemption reserve of H0.20 crores (representing the nominal value of the shares bought back) has been created as an apportionment from retained earnings. Consequent to such buy back, the paid-up equity share capital has reduced by H0.20 crores.
(i) During the year the Company has repaid H21.95 crores working capital loan availed in the form of Export Packing Credit and Post Shipment Credit-INR from ICICI Bank. The Company had pledged units of Mutual Funds of Kotak Nifty SDL worth H21.14 crores previous year as security (Refer Note No. 4).
The Company has not defaulted on any loans payable.
The Company has filed the quarterly stock details and other stipulated information with the bank which are in agreement with the books of accounts and there are no material discrepancies.
(i) The provision for employee benefits includes gratuity provision. For detailed disclosures, refer note no. 38.
(ii) The provision for warranty claims represents the present value of the Management''s best estimate of the future outflow of economic benefits that will be required under the Company''s obligations for warranties under local sale of goods legislation. The estimate has been made on the basis of historical warranty trends and may vary as a result of new materials, altered manufacturing processes or other events affecting product quality. The movement in the warranty provision is as below:
In respect of the above matters the management is reasonably confident that no material liability will devolve on the company and hence not recognised in the books of account.
For all matters contingent liability includes the order passed by the concerned authority against the Company and pending in appeal either at appellate or other higher authority level. In GST matters, contingent liability shown above also includes liability as per notices/show cause notices received from GST department for matter related to interest on GST liability already discharged.
*This represents the amount of Corporate Guarantee / Standby Letter of Credit to the extent of outstanding balance of loans availed. The total Corporate Guarantee / Standby Letter of Credit given is H237.13 crores (Previous year H239.77 crores).
|
33. Contingent Liabilities and Commitments (to the extent not provided for) Contd (H in Crores) |
|||
|
2023-24 |
2022-23 |
||
|
(ii) |
Commitments : |
||
|
a) |
Estimated amount of Property, plant and equipment contracts remaining to be executed and not provided for. |
1.87 |
0.68 |
|
b) |
Export obligations against the import licenses taken for import of capital goods under the Export Promotion Capital Goods Scheme which is to be fulfilled over the period of next six years. If the Company is unable to meet these obligations, its liability would be 0.54 crores (March 31, 2023: 0.44 crores) which will reduce in proportion to actual exports. The Company is reasonably certain to meet its export obligations and expects no outflow, hence it does not anticipate a loss with respect to these obligations and accordingly has not made any provision in its financial statements. |
3.23 |
2.63 |
|
5.10 |
3.31 |
||
c) Letter of Support issued to Guangdong Symphony Keruilai Air Coolers Co. Limited, China, wholly owned subsidiary, to provide financial support in order to allow it to meet its liabilities as they fall due and to carry on its business without significant curtailment of operations.
d) As per the E-Waste (Management) Rules, 2016, as amended, the Company has an obligation to complete the Extended Producer Responsibility targets, only if it is a participant in the market during a financial year. The obligation for a financial year is measured based on sales made in the preceding 10th year and the Company has fulfilled its obligation for the current financial year. The Company will have an e-waste obligation for future years, only if it participates in the market in those years.
(a) Primary Segment :
As per recognition criteria mentioned in Ind AS - 108, Operating Segments, the Company has identified only one operating segment i.e. Air Cooling and Other Appliances Business. However substantial portion of Corporate Funds remained invested in various financial instruments. The Company has considered Corporate Funds as a separate segment so as to provide better understanding of performance of Air Cooling and Other Appliances Business.
Secondary Segment Capital Employed :
Property, plant & equipment used in the Company''s business and liabilities contracted have not been identified with any of the reportable segments, as the Property, plant & equipment and services are used interchangeably between segments. The Company believes that it is not practical to provide secondary segment disclosures relating to Capital employed.
Effective from April 01, 2019, the Company adopted ''Ind AS 116 - Leases'' and applied the Standard to all lease contracts existing as on April 01, 2019 using the modified retrospective method on the date of initial application i.e. April 01,2019.
The Company has entered into Short term leases for clearing and forwarding agent premises at various location of India, tenure of which is less than a year. There are no obligations or commitments with reference to such short term leases as at reporting date as such leases are cancellable at the discretion of lessee i.e. the Company.
The Company makes provident fund contribution which is defined contribution plan, for qualifying employees. Under the scheme, the Company is required to contribute a specified percentage of payroll costs to fund the benefits. The Company recognised H1.61 crores (Year ended March 31, 2023 H1.69 crores) for provident fund contributions in the Statement of Profit and Loss. The contribution payable to this plan by the Company is at rate specified in the rule of the scheme.
The defined benefit plan of the Company includes entitlement of gratuity for each year of service until the retirement age.
The plan typically expose the Company to actuarial risks such as: investment risk, interest risk, longevity risk and salary risk.
Investment risk: The present value of the defined benefit plan liability is calculated using a discount rate which is determined by reference to market yields at the end of the reporting period on government bonds. If the return on plan asset is below this rate, it will create a plan deficit. Currently, for the plan in India, it has a relatively balanced mix of investments in government securities and other debt instruments.
Interest risk : A fall in the discount rate which is linked to the Government Securities. Rate will increase the present value of the liability requiring higher provision. A fall in the discount rate generally increases the mark to market value of the assets depending on the duration of asset.
Longevity risk : Since the benefits under the plan is not payable for life time and payable till retirement age only, plan does not have any longevity risk.
Salary risk : The present value of the defined benefit plan liability is calculated by reference to the
future salaries of members. As such, an increase in the salary of the members more than assumed level will increase the plan''s liability.
Asset Liability The plan faces the ALM risk as to the matching cash flow. Since the plan is invested in lines Matching Risk : of Rule 101 of Income Tax Rules, 1962, this generally reduces ALM risk.
The Present value of gratuity obligations is determined based on actuarial valuation using the projected unit credit method, which recognises each period of service as giving rise to additional unit of employee benefit entitlement and measures each unit separately to build up the final obligation.
As per the policy followed by the Company, all the leaves are enjoyable in the year itself. Therefore there is no liability of leave encashment existing at the end of the year. Accordingly no provision is made for leave encashment.
The Company had given inter-company loans before March 31, 2022 to Guangdong Symphony Keruilai Air Coolers Company Limited (GSK), a wholly owned subsidiary of the Company in China. As at March 31,2024 amount outstanding is H59.43 crores (including interest accrued H6.91 crores). GSK was making losses until FY 2022-23 and has negative net worth. The Company has been providing letter of financial support as and when required to meet its financial obligations. However, no further financial assistance was needed by GSK, China since February, 2022 as it is self sufficient due to improved performance and cashflow.
During the year, the Company has rescheduled the repayment terms of the loan and hence taking into consideration the above factors, in accordance with the requirements of Ind AS 109 provision for impairment loss amounting to H7.73 crores has been recognized towards the loan balances in the current year. The same has been presented as an exceptional item.
44. Financial Instruments Capital Management
The Company manages its capital to ensure that the Company will be able to continue as going concern, while maximising the return to stakeholders through efficient allocation of capital towards expansion of business, optimisation of working capital requirements and deployment of surplus funds into various investment options. The Company is not subject to any externally imposed capital requirements.
relates primarily to the Company''s operating activities (when revenue or expense is denominated in a foreign currency) and the Company''s net investments in foreign subsidiaries.
The Company manages its foreign currency risk by hedging transactions that are expected to occur within a maximum 12-month period for hedges of forecasted sales and purchases and 24-month period for net investment hedges.
When a derivative is entered into for the purpose of being a hedge, the Company negotiates the terms of those derivatives to match the terms of the hedged exposure. For hedges of forecast transactions, the derivatives cover the period of exposure from the point the cash flows of the transactions are forecasted up to the point of settlement of the resulting receivable or payable that is denominated in the foreign currency.
The Company hedges its exposure to fluctuations on the translation into INR of its foreign operations by holding net borrowings in foreign currencies and by using foreign currency swaps and forwards.
At March 31,2024 the Company hedged 48% (March 31,2023: 27%) of its expected foreign currency receivable. Those hedged sales were highly probable at the reporting date. This foreign currency risk is partly hedged by using foreign currency forward contracts.
The following table details the Company''s sensitivity to a 5% increase and decrease in the Hagainst the relevant foreign currencies. 5% is the sensitivity rate used when reporting foreign currency risk internally to key management personnel and represents management''s assessment of the reasonably possible change in foreign exchange rates. The sensitivity analysis includes only outstanding foreign currency denominated monetary items and adjusts their transaction at the period end for a 5% change in foreign currency rates. A positive number below indicates an increase in profit or equity where the Hstrengthens 5% against the relevant currency. For a 5% weakening of the Hagainst the relevant currency, there would be a comparable impact on the profit or equity, and the balances below would be negative.
Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial loss to the Company.
Financial instruments that are subject to concentrations of credit risk, principally consist of balance with banks, investments (Bond, NCD, preference share and mutual fund), trade receivables, loans and advances.
Balances with banks were not past due or impaired as at the year end. In other financial assets that are not past dues and not impaired, there were no indication of default in repayment as at the year end.
Credit risk arises from the possibility that customers may not be able to settle their obligations as agreed. To manage this risk, the Company periodically assesses the financial reliability of customers, taking into account their financial position, past experience and other factors. The Company manages credit risk through credit approvals, establishing credit limits and continuously monitoring the creditworthiness of customers to which the Company grants credit terms in the normal course of business.
Historical trends of impairment of trade receivables do not reflect any significant credit losses. Given that the macro economic indicators affecting customers of the Company have not undergone any substantial change, the Company expects the historical trend of minimal credit losses to continue.
The Company''s exposure to price risk arises from investments in Bond, NCD, preference share and mutual fund held by the Company and classified in the balance sheet at fair value through OCI and at fair value through profit or loss. To manage its price risk arising from investments, the Company diversifies its portfolio. Diversification of the portfolio is done in accordance with the limits set by the Company.
The table below summarises the impact of increases / decreases of the index on the Company''s equity and profit for the year.
The Company''s majority investments are primarily in fixed rate interest bearing investments. Except in case of Market Linked Debentures the Company is not significantly exposed to interest rate risk.
The Company manages liquidity risk by maintaining adequate reserves by continuously monitoring forecast and actual cash flows, and by matching the maturity profiles of financial assets and liabilities.
The tables below analyse the Company''s financial liabilities into relevant maturity groupings base on their contractual maturities for all non-derivative financial liabilities.
Reason for change more than 25%:
Return on tax free bonds has been increased due to one time gain of H5.38 crores on sale of entire tax free bonds and overall increase in interest rate cycle on account of which there is increase in overall return of NCD/ MLD & Mutual funds.
Debt Service Coverage Ratio (DSCR) is not applicable because the Company does not have any term borrowings.
48. Other Statutory Information
(i) The Company did not have any Benami property, where any proceeding has been initiated or pending against the Company for holding any Benami property.
(ii) Based on information available with the Company, balances with Struck off Companies are as below:-
(iii) The Company did not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory period.
(iv) The Company has not been declared wilful defaulter by any bank or financial institution or other lender.
(v) The Company has not traded or invested in Crypto currency or Virtual Currency during the financial year.
(vi) The Company has not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities (Intermediaries) with any oral or written 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
(vii) The Company has not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) with any oral or written 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,
(viii) The Company has no such transactions which are 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.
49. The Ministry of Corporate Affairs (MCA) vide its notification dated March 24, 2021, has issued Companies (Accounts) Amendment Rules, 2021 introducing Rule 11(g) effective from April 01, 2023 which states that every company which uses accounting software for maintaining its books of account shall use only the accounting software where there is a feature of recording audit trail of each and every transaction, and further creating an edit log of each change made to books of account along with the date when such changes were made and ensuring that the audit trail cannot be disabled.
The primary accounting software used by the Company for maintaining books of account has a feature of recording audit trail edit logs facility and has been operative throughout the financial year for the transactions recorded in the software impacting books of account at application level except that audit trail was not enabled at the database level to log any direct data changes.
50. Amount below H50 thousand is mentioned as "0.00".
51. The Company evaluates events and transactions that occur subsequent to the balance sheet date but prior to the approval of financial statements to determine the necessity for recognition and/or reporting of subsequent events and transactions in the financial statements. As of April 30, 2024, there were no subsequent events and transactions to be recognised or reported that are not already disclosed.
52. Approval of financial statements
The financial statements were approved for issue by the board of directors on April 30, 2024.
Mar 31, 2023
i) The Company has acquired 920,000 ordinary shares of Symphony AU Pty Limited (representing 5% of balance share capital) at a consideration of AUD 800,000 (H4.258 crore) from its erstwhile shareholder thereby making Symphony AU Pty Limited, Australia a wholly owned subsidiary (100% shareholding) of the Company w.e.f. October 01,2022. Accordingly, Climate Technologies Pty Limited, Australia has become a wholly owned first level step down subsidiary and Bonaire USA LLC, USA becomes a wholly owned second level step-down subsidiary of the Company.
ii) The Company has pledged tax free bonds worth H Nil (Previous year H100.32 crores) out of the above mentioned investments in favour of Standard Chartered Bank, India towards issuance of standby letter of credit upto H71.69 crores (Previous year H73.46 crores) as security in respect of working capital facility availed by Climate Technologies Pty. Limited, Australia (Wholly owned subsidiary of Symphony AU Pty. Limited, Australia) (Refer note no. 9 & 35).
iii) The Company has pledged 17,480,000 (Previous year 17,480,000) ordinary shares of Symphony AU Pty. Limited, Australia worth H97.47 crores (Previous year H97.47 crores) mentioned above in favour of Standard Chartered Bank, UK as collateral in respect to acquisition loan availed by Symphony AU Pty Limited, Australia as per terms of the amendment and restatement agreement with the Bank (Refer note no. 35).
iv) The Company has pledged units of mutual funds worth H21.14 crores (Previous year NCD of HDFC Ltd worth H20.99 crores) out of the above mentioned investments in favour of ICICI Bank as security in respect of working capital facility availed by the Company (Refer note no. 18).
v) The Company has pledged units of mutual funds worth H31.83 crores (Previous year H Nil) out of the above mentioned investments in favour of HDFC Bank as security in respect of working capital facility of H39 crores (Previous year H Nil) sanctioned by the bank.
i) The Company has pledged units of mutual funds worth H Nil (Previous year H10.78 crores) out of the above mentioned investments in favour of Standard Chartered Bank, India towards issuance of standby letter of credit upto H71.69 crores (Previous year H73.46 crores) as security in respect of working capital facility availed by Climate Technologies Pty. Limited, Australia (Wholly owned subsidiary of Symphony AU Pty. Limited, Australia) (Refer note no. 4 & 35).
ii) The Company has pledged units of mutual funds worth H63.69 crores (Previous year H61.17 crores) out of the above mentioned investments in favour of Standard Chartered Bank, UK as collateral in respect to acquisition loan availed by Symphony AU Pty Limited, Australia as per terms of the amendment and restatement agreement with the Bank (Refer note no. 35).
The Company has only one class of shares referred to as equity shares having a par value of H2/-, rank pari passu in all respects including voting rights and entitlement to dividend.
The Company declares and pays dividends in Indian rupees. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting, except in case of Interim Dividend.
In the event of liquidation of the Company, the holders of equity shares will be entitled to receive assets of the Company remaining after settlement of all liabilities. The distribution will be in proportion to the number of equity shares held by the shareholder.
The general reserve is used from time to time to transfer profits from retained earnings for appropriation purposes. As the general reserve is created by a transfer from one component of equity to another and is not an item of other comprehensive income, items included in the general reserve will not be reclassified subsequently to profit or loss.
This reserve represents the cumulative gains and losses arising on the revaluation of debt instruments measured at fair value through other comprehensive income that have been recognised in other comprehensive income, net of amounts reclassified to profit or loss when those assets have been disposed of or impairment losses on such instruments.
The Board of Directors have recommended a final dividend of HI/- (50%) per equity share of H2/- each amounting to H6.90 cr.(on post buy-back paid up share capital) for FY 22-23. The total dividend for FY 22-23 aggregates to H5/-(250%) per equity share of H2/- each amounting to H34.88 cr. which includes two interim dividends of H4/- (200%) per equity share paid during the year. The final dividend is subject to approval by shareholders at the ensuing Annual General Meeting of the Company.
The Board of Directors of the Company at its meeting held on February 08, 2023 and the shareholders by way of postal ballot on March 15, 2023 approved the buy back of the Company''s fully paid shares of the face value of H2/- each from its shareholder/beneficial owners of equity shares of the Company including promoter of the Company as on the record date i.e. March 29, 2023, on a proportionate basis through the "tender offer" route at a price of H2,000/- per share up to 10,00,000 equity shares being 1.43% of the total paid up equity share capital for an aggregate amount not exceeding H200 crores (excluding buyback tax and other incidental expenses). The company dispatched the Letter of Offer for the Buyback to the eligible shareholders on April 25, 2023. The Company has opened the buy back offer on May 03, 2023 and it will be closed on May 17, 2023.
The portion of profits not distributed among the shareholders are termed as retained earnings. The Company may utilise the retained earnings for making investments for future growth and expansion plans, for the purpose of generating higher returns for the shareholders or for any other specific purpose, as approved by the Board of Directors of the Company.
(i) H21.95 crores (previous year H40.41 crores) represents working capital loan availed in the form of Export Packing Credit and Post Shipment Credit-INR from ICICI Bank. The Company has pledged units of Mutual Funds of Kotak Nifty SDL worth H21.14 crores (Previous year HDFC Ltd NCD H20.99 crores) as security (Refer note no. 4).
The Company has not defaulted on any loans payable.
The Company has filed the quarterly stock details and other stipulated information with the bank which are in agreement with the books of accounts and there are no material discrepancies.
|
(33) Contingent Liabilities and Commitments (to the Extent not provided for) |
(H in Crores) |
||
|
(i) |
Contingent Liabilities: |
2022-23 |
2021-22 |
|
a) |
Claims against the Company not acknowledged as debt. |
0.05 |
0.07 |
|
b) |
Demand on account of VAT / sales tax matters. |
6.66 |
0.05 |
|
c) |
Demand on account of Income Tax matters. |
1.61 |
0.85 |
|
d) |
Demand on account of central excise matters. |
0.89 |
1.39 |
|
e) |
Corporate Guarantee / Standby Letter of Credit given to banks for loan availed (Refer note no. 35)*. |
202.25 |
208.15 |
|
211.46 |
210.51 |
||
In respect of the above matters the management is reasonably confident that no material liability will devolve on the company and hence not recognised in the books of account.
For all matters contingent liability includes the order passed by the concerned authority against the Company and pending in appeal either at appellate or other higher authority level. In GST matters, contingent liability shown above also includes liability as per notices/show cause notices received from GST department for matter related to interest on GST liability already discharged.
*This represents the amount of Corporate Guarantee / Standby Letter of Credit to the extent of outstanding balance of loans availed. The total Corporate Guarantee / Standby Letter of Credit given is H239.77 crores (Previous year H243.95 crores).
|
(H in Crores) |
|||
|
(ii) |
Commitments : |
2022-23 |
2021-22 |
|
a) |
Estimated amount of Property, plant and equipment contracts remaining to be executed and not provided for. |
0.68 |
0.27 |
b) Letter of Support issued to Guangdong Symphony Keruilai Air Coolers Co. Limited, China, wholly owned subsidiary, to provide financial support in order to allow it to meet its liabilities as they fall due and to carry on its business without significant curtailment of operations.
As per recognition criteria mentioned in Ind AS - 108, Operating Segments, the Company has identified only one operating segment i.e. Air Cooling and Other Appliances Business. However substantial portion of Corporate Funds remained invested in various financial instruments. The Company has considered Corporate Funds as a separate segment so as to provide better understanding of performance of Air Cooling and Other Appliances Business.
Property, plant & equipment used in the Company''s business and liabilities contracted have not been identified with any of the reportable segments, as the Property, plant & equipment and services are used interchangeably between segments. The Company believes that it is not practical to provide secondary segment disclosures relating to Capital employed.
Effective from April 01, 2019, the Company adopted ''Ind AS 116 - Leases'' and applied the Standard to all lease contracts existing as on April 01,2019 using the modified retrospective method on the date of initial application i.e. April 01,2019.
The Company does not have any Non-cancellable lease.
The Company has entered into Short term leases for clearing and forwarding agent premises at various location of India, tenure of which is less than a year. There are no obligations or commitments with reference to such short term leases as at reporting date as such leases are cancellable at the discretion of lessee i.e. the Company.
The Company makes provident fund contribution which is defined contribution plan, for qualifying employees. Under the scheme, the Company is required to contribute a specified percentage of payroll costs to fund the benefits. The Company recognised H1.69 crores (Year ended March 31,2022 H 1.59 crores) for provident fund contributions in the Statement of Profit and Loss. The contribution payable to this plan by the Company is at rate specified in the rule of the scheme.
The defined benefit plan of the Company includes entitlement of gratuity for each year of service until the retirement age.
The plan typically expose the Company to actuarial risks such as: investment risk, interest risk, longevity risk and salary risk.
Investment risk: The present value of the defined benefit plan liability is calculated using a discount rate which is determined by reference to market yields at the end of the reporting period on government bonds. If the return on plan asset is below this rate, it will create a plan deficit. Currently, for the plan in India, it has a relatively balanced mix of investments in government securities and other debt instruments.
Interest risk: A fall in the discount rate which is linked to the Government Securities. Rate will increase the
present value of the liability requiring higher provision. A fall in the discount rate generally increases the mark to market value of the assets depending on the duration of asset.
Longevity risk: Since the benefits under the plan is not payable for life time and payable till retirement age only, plan does not have any longevity risk.
Salary risk: The present value of the defined benefit plan liability is calculated by reference to the future
salaries of members. As such, an increase in the salary of the members more than assumed level will increase the plan''s liability.
Asset Liability The plan faces the ALM risk as to the matching cash flow. Since the plan is invested in lines
Matching Risk: of Rule 101 of Income Tax Rules, 1962, this generally reduces ALM risk.
The Present value of gratuity obligations is determined based on actuarial valuation using the projected unit credit
method, which recognises each period of service as giving rise to additional unit of employee benefit entitlement
and measures each unit separately to build up the final obligation.
As per the policy followed by the Company, all the leaves are enjoyable in the year itself. Therefore there is no liability of leave encashment existing at the end of the year. Accordingly no provision is made for leave encashment.
The Company intends to dispose off one of residential flat located at Ahmedabad. No impairment loss is recognised on reclassification of these assets held for sale as at March 31,2023 as the Company intends to make sale deed in the month of May, 2023 for H0.46 crores and has received H0.06 crores from prospective buyer till March 31,2023.
The Company manages its capital to ensure that the Company will be able to continue as going concern, while maximising the return to stakeholders through efficient allocation of capital towards expansion of business, optimisation of working capital requirements and deployment of surplus funds into various investment options.
The Company is not subject to any externally imposed capital requirements.
The management of the Company reviews the capital structure of the Company on regular basis.
A. Level 1 : Mutual funds, Bonds, NCD - Quoted prices in active market.
B. Level 2 : Bonds, NCD, Preference shares - The fair value is calculated using the discounted cash flow method. Risk free rate adjusted by applicable spread is used for discounting future cash flows.
(b) Fair value of financial assets and financial liabilities that are not measured at fair value (but fair value disclosures are required):
I Financial assets measured at amortised cost
The carrying amount of Trade receivables, Loans, Mutual funds, Cash and cash equivalents and bank balances & Other current financial assets are considered to be the same as their fair value due to their short term nature. The carrying amount of Other non-current financial assets are considered to be close to the fair value.
II Financial liabilities measured at amortised cost
The carrying amount of Trade payables and Other financial liabilities are considered to be the same as their fair values due to their short term nature.
The Company''s management monitors and manages the financial risks relating to the operations of the Company. These risks include market risk (including currency risk, interest rate risk and other price risk), credit risk and liquidity risk. The Company''s risk management is done in close co-ordination with the board of directors and focuses on actively securing the Company''s short, medium and long-term cash flows by minimizing the exposure to volatile financial markets. The Company does not enter into or trade financial instruments, including derivative financial instruments, for speculative purposes. The most significant risks to which the Company is exposed are described below:
Market risk is the risk of any loss in future earnings, in realisable fair values or in future cash flows that may result from a change in the price of a financial instrument. The Company''s activities expose it primarily to the financial risks of changes in foreign currency exchange rates, interest rates risk, liquidity risk, credit risk and price risk which impact returns on investments. Market risk exposures are measured using sensitivity analysis.
Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes in foreign exchange rates. The Company''s exposure to the risk of changes in foreign exchange rates relates primarily to the Company''s operating activities (when revenue or expense is denominated in a foreign currency) and the Company''s net investments in foreign subsidiaries.
The Company manages its foreign currency risk by hedging transactions that are expected to occur within a maximum 12-month period for hedges of forecasted sales and purchases and 24-month period for net investment hedges.
When a derivative is entered into for the purpose of being a hedge, the Company negotiates the terms of those derivatives to match the terms of the hedged exposure. For hedges of forecast transactions, the derivatives cover the period of exposure from the point the cash flows of the transactions are forecasted up to the point of settlement of the resulting receivable or payable that is denominated in the foreign currency.
The Company hedges its exposure to fluctuations on the translation into INR of its foreign operations by holding net borrowings in foreign currencies and by using foreign currency swaps and forwards.
At March 31,2023 the Company hedged 27% (March 31,2022: 48%) of its expected foreign currency receivable. Those hedged sales were highly probable at the reporting date. This foreign currency risk is hedged by using foreign currency forward contracts and by Export Packing Credit and Post Shipment Credit.
The following table details the Company''s sensitivity to a 5% increase and decrease in the H against the relevant foreign currencies. 5% is the sensitivity rate used when reporting foreign currency risk internally to key management personnel and represents management''s assessment of the reasonably possible change in foreign exchange rates. The sensitivity analysis includes only outstanding foreign currency denominated monetary items and adjusts their transaction at the period end for a 5% change in foreign currency rates. A positive number below indicates an increase in profit or equity where the H strengthens 5% against the relevant currency. For a 5% weakening of the H against the relevant currency, there would be a comparable impact on the profit or equity, and the balances below would be negative.
Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial loss to the Company.
Financial instruments that are subject to concentrations of credit risk, principally consist of balance with banks, investments (Bond, NCD, preference share and mutual fund), trade receivables, loans and advances.
Balances with banks were not past due or impaired as at the year end. In other financial assets that are not past dues and not impaired, there were no indication of default in repayment as at the year end.
"Credit risk arises from the possibility that customers may not be able to settle their obligations as agreed. To manage this risk, the Company periodically assesses the financial reliability of customers, taking into account their financial position, past experience and other factors. The Company manages credit risk through credit approvals, establishing credit limits and continuously monitoring the creditworthiness of customers to which the Company grants credit terms in the normal course of business.
Historical trends of impairment of trade receivables do not reflect any significant credit losses. Given that the macro economic indicators affecting customers of the Company have not undergone any substantial change, the Company expects the historical trend of minimal credit losses to continue.
The Company''s exposure to price risk arises from investments in Bond, NCD, preference share and mutual fund held by the Company and classified in the balance sheet at fair value through OCI and at fair value through profit or loss. To manage its price risk arising from investments, the Company diversifies its portfolio. Diversification of the portfolio is done in accordance with the limits set by the Company.
The Company''s majority investments are primarily in fixed rate interest bearing investments. Except in case of Market Linked Debentures the Company is not significantly exposed to interest rate risk.
The Company manages liquidity risk by maintaining adequate reserves by continuously monitoring forecast and actual cash flows, and by matching the maturity profiles of financial assets and liabilities.
(i) The Company did not have any Benami property, where any proceeding has been initiated or pending against the Company for holding any Benami property.
(ii) The Company did not have any transactions with companies struck off.
(iii) The Company did not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory period.
(iv) The Company has not been declared wilful defaulter by any bank or financial institution or other lender.
(v) The Company has not traded or invested in Crypto currency or Virtual Currency during the financial year.
(vi) The Company has not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities (Intermediaries) with any oral or written 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
(vii) The Company has not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) with any oral or written 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,
(viii) The Company has not 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.
(48) Amount below H50 thousand is mentioned as "0.00".
(49) The Company evaluates events and transactions that occur subsequent to the balance sheet date but prior to the approval of financial statements to determine the necessity for recognition and/or reporting of subsequent events and transactions in the financial statements. As of May 05, 2023, there were no subsequent events and transactions to be recognised or reported that are not already disclosed.
The financial statements were approved for issue by the board of directors on May 05, 2023.
Mar 31, 2022
i) The Company has pledged tax free bonds worth H100.32 crores (Previous year H96.33 crores) out of the above mentioned investments in favour of Standard Chartered Bank, India towards issuance of standby letter of credit upto H73.46 crores (Previous year H83.82 crores) as security in respect of working capital facility availed by Climate Technologies Pty. Limited, Australia (Wholly owned subsidiary of Symphony AU Pty. Limited, Australia) (Refer note no. 9 & 36).
ii) The Company has pledged 17,480,000 (Previous year 17,480,000) ordinary shares of Symphony AU Pty. Limited, Australia worth H97.47 crores (Previous year H97.47 crores) mentioned above in favour of Standard Chartered Bank, UK as collateral in respect to acquisition loan availed by Symphony AU Pty Limited, Australia as per terms of the amendment and restatement agreement with the Bank (Refer note no. 36).
iii) The Company has pledged HDFC Ltd NCD worth H20.99 crores (Previous year H Nil) out of the above mentioned investments in favour of ICICI Bank as security in respect of working capital facility availed by the Company (Refer note no. 18).
i) The Company has pledged mutual funds worth H10.78 crores (Previous year H10.22 crores) out of the above mentioned investments in favour of Standard Chartered Bank, India towards issuance of standby letter of credit upto H73.46 crores (Previous year H83.82 crores) as security in respect of working capital facility availed by Climate Technologies Pty. Limited, Australia (Wholly owned subsidiary of Symphony AU Pty. Limited, Australia) (Refer note no. 4 & 36).
ii) The Company has pledged mutual fund units worth H61.17 crores (Previous year H58.26 crores) out of the above mentioned investments in favour of Standard Chartered Bank, UK as collateral in respect to acquisition loan availed by Symphony AU Pty Limited, Australia as per terms of the amendment and restatement agreement with the Bank (Refer note no. 36).
The Company has only one class of shares referred to as equity shares having a par value of H2/-, rank pari passu in all respects including voting rights and entitlement to dividend.
The Company declares and pays dividends in Indian rupees. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting, except in case of Interim Dividend.
In the event of liquidation of the Company, the holders of equity shares will be entitled to receive assets of the Company remaining after settlement of all liabilities. The distribution will be in proportion to the number of equity shares held by the shareholder.
The Company allotted 349,78,500 bonus equity shares of H2/- each fully paid up on September 17, 2016 in the proportion of one (1) bonus equity share for every fully Paid up equity share (1:1). As a result of the bonus issue the Paid up capital of the Company stands increased to H13.99 crores from H7.00 crores.
The Board of Directors have recommended a final dividend of H6/- (300%) per equity share of H2/- each amounting to H41.97 cr. for FY 21-22. The total dividend for FY 21-22 aggregates to H9/- (450%) per equity share of H2/- each amounting to H62.96 cr. which includes two interim dividends of H3/- (150%) per equity share paid during the year. The final dividend is subject to approval by shareholders at the ensuing Annual General Meeting of the Company.
The portion of profits not distributed among the shareholders are termed as retained earnings. The Company may utilise the retained earnings for making investments for future growth and expansion plans, for the purpose of generating higher returns for the shareholders or for any other specific purpose, as approved by the Board of Directors of the Company.
(i) H40.41 crores (previous year H Nil) represents working capital loan availed in the form of Export Packing Credit and Post Shipment Credit-INR from ICICI Bank. The Company has pledged HDFC Ltd NCD as security (Refer Note No. 4).
The Company has not defaulted on any loans payable.
The Company has filed the quarterly stock details and other stipulated information with the bank which are in agreement with the books of accounts and there are no material discrepancies.
|
(34) Contingent Liabilities and Commitments (to the extent not provided for) (i) Contingent Liabilities: |
( H in Crores) |
||
|
Sr. No. |
Particulars |
2021-22 |
2020-21 |
|
a) |
Claims against the Company not acknowledged as debt. |
0.07 |
0.07 |
|
b) |
Demand on account of VAT / sales tax matters. |
0.05 |
0.07 |
|
c) |
Demand on account of Income Tax matters. |
0.85 |
0.85 |
|
d) |
Demand on account of central excise matters. |
1.39 |
1.41 |
|
e) |
Corporate Guarantee / Standby Letter of Credit given to banks for loan availed (Refer note no. 36)*. |
208.15 |
197.97 |
|
210.51 |
200.37 |
||
In respect of the above matters the management is reasonably confident that no material liability will devolve on the company and hence not recognised in the books of account.
*This represents the amount of Corporate Guarantee / Standby Letter of Credit to the extent of outstanding balance of loans availed. The total Corporate Guarantee / Standby Letter of Credit given is H243.95 crores (Previous year H237.49 crores).
|
(ii) Commitments : |
( H in Crores) |
|
|
Particulars |
2021-22 |
2020-21 |
|
a) Estimated amount of Property, plant and equipment contracts remaining to be executed and not provided for. |
0.27 |
2.72 |
b) Letter of Support issued to Guangdong Symphony Keruilai Air Coolers Co. Limited, China, wholly owned subsidiary, to provide financial support in order to allow it to meet its liabilities as they fall due and to carry on its business without significant curtailment of operations.
The Company has made a list of related parties after considering the requirements and based on the annual declaration received from individuals like Directors and Key Managerial Personnel (KMP). All related party transactions are reported and referred for approval to the Audit Committee as per section 177 of the Companies Act, 2013. The Audit committee may grant general approval for repetitive related party transactions. Such general approval will be valid for a period of one year and a fresh approval shall be taken for every financial year. As per section 188 of the Companies Act, 2013, the consent of the Board/Shareholders'' approval is required, by a special resolution in a general meeting, for entering into the specified transactions with a related party, if they are not in ordinary course of business of the Company or at arm''s length and exceeds the threshold limits as specified in the Act.
The sales to and purchases from related parties are made on terms equivalent to those that prevail in arm''s length transactions. Outstanding balances of related parties at the year-end are unsecured and settlement occurs in cash. For the year ended March 31, 2022, the Company has not recorded any impairment of receivables relating to amounts owed by related parties. This assessment is undertaken each financial year through examining the financial position of the related party and the market in which the related party operates.
Pursuant to the requirement of the section 186(4) of the companies Act 2013 for the disclosure relating to the loans, guarantee and security given by the Company:
a) The loans given to its'' wholly owned subsidiaries for the general business purpose only.
b) Guarantees are given for issue of credit facility to it''s wholly owned subsidiary.
Effective from April 01, 2019, the Company adopted ''Ind AS 116 - Leases'' and applied the Standard to all lease contracts existing as on April 01,2019 using the modified retrospective method on the date of initial application i.e. April 01,2019.
The Company does not have any Non-cancellable lease.
Right-of-use asset is related to lease of land at Kandla SEZ for 48 months from Sept,16. The same is accounted for in accordance with Ind AS 116. Company has not renewed the said lease and has cancelled on July 31,2020. Company has recognized loss on of H0.01 crore on cancellation of the said lease in statement of profit & loss account.
The Company has entered into Short term leases for CFA premises at various location of India, tenure of which is less than a year. There are no obligations or commitments with reference to such short term leases as at reporting date as such leases are cancellable at the discretion of lessee i.e. the Company.
(A) Defined contribution plans
The Company makes provident fund contribution which is defined contribution plan, for qualifying employees. Under the scheme, the Company is required to contribute a specified percentage of payroll costs to fund the benefits. The Company recognised H1.59 crores (Year ended March 31, 2021 H1.43 crores) for provident fund contributions in the Statement of Profit and Loss. The contribution payable to this plan by the Company is at rate specified in the rule of the scheme.
(B) Defined benefit plans
The defined benefit plan of the Company includes entitlement of gratuity for each year of service until the retirement age.
The plan typically expose the Company to actuarial risks such as: investment risk, interest risk, longevity risk and salary risk.
As per the policy followed by the Company, all the leaves are enjoyable in the year itself. Therefore there is no liability of leave encashment existing at the end of the year. Accordingly no provision is made for leave encashment.
(41) The Company has considered the possible effects that may result from Covid19 in the preparation of these financial statements including the recoverability of carrying amounts of financial and non-financial assets. In developing the assumptions relating to the possible future uncertainties in the economic conditions because of Covid19, the Company has, at the date of approval of the financial statements, used internal and external sources of information and expects that the carrying amount of the assets will be recovered. The impact of Covid19 on Company''s financial statements may differ from that estimated as at the date of approval of the same.
(44) Financial Instruments Capital Management
The Company manages its capital to ensure that the Company will be able to continue as going concern, while maximising the return to stakeholders through efficient allocation of capital towards expansion of business, optimisation of working capital requirements and deployment of surplus funds into various investment options.
The Company is not subject to any externally imposed capital requirements.
A. Level 1 : Mutual funds, Bonds, NCD - Quoted prices in active market.
B. Level 2 : Bonds, NCD, Preference shares - The fair value is calculated using the discounted cash flow method. Risk free rate adjusted by applicable spread is used for discounting future cash flows.
The carrying amount of Trade receivables, Loans, Cash and cash equivalents and bank balances & Other current financial assets are considered to be the same as their fair value due to their short term nature. The carrying amount of Other non-current financial assets are considered to be close to the fair value.
The carrying amount of Trade payables and Other financial liabilities are considered to be the same as their fair values due to their short term nature.
(46) Financial Risk Management Objectives and Policies Financial risk management objectives
The Company''s management monitors and manages the financial risks relating to the operations of the Company. These risks include market risk (including currency risk, interest rate risk and other price risk), credit risk and liquidity risk. The Company''s risk management is done in close co-ordination with the board of directors and focuses on actively securing the Company''s short, medium and long-term cash flows by minimizing the exposure to volatile financial markets. The Company does not enter into or trade financial instruments, including derivative financial instruments, for speculative purposes. The most significant risks to which the Company is exposed are described below:
Market risk
Market risk is the risk of any loss in future earnings, in realisable fair values or in future cash flows that may result from a change in the price of a financial instrument. The Company''s activities expose it primarily to the financial risks of changes in foreign currency exchange rates, interest rates risk, liquidity risk, credit risk and price risk which impact returns on investments. Market risk exposures are measured using sensitivity analysis.
Foreign currency risk management
Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes in foreign exchange rates. The Company''s exposure to the risk of changes in foreign exchange rates relates primarily to the Company''s operating activities (when revenue or expense is denominated in a foreign currency) and the Company''s net investments in foreign subsidiaries.
The Company manages its foreign currency risk by hedging transactions that are expected to occur within a maximum 12-month period for hedges of forecasted sales and purchases and 24-month period for net investment hedges.
When a derivative is entered into for the purpose of being a hedge, the Company negotiates the terms of those derivatives to match the terms of the hedged exposure. For hedges of forecast transactions, the derivatives cover the period of exposure from the point the cash flows of the transactions are forecasted up to the point of settlement of the resulting receivable or payable that is denominated in the foreign currency.
The Company hedges its exposure to fluctuations on the translation into INR of its foreign operations by holding net borrowings in foreign currencies and by using foreign currency swaps and forwards.
At March 31, 2022 the Company hedged 48% (March 31, 2021: Nil) of its expected foreign currency receivable. Those hedged sales were highly probable at the reporting date. This foreign currency risk is hedged by using foreign
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The following table details the Company''s sensitivity to a 5% increase and decrease in the H against the relevant foreign currencies. 5% is the sensitivity rate used when reporting foreign currency risk internally to key management personnel and represents management''s assessment of the reasonably possible change in foreign exchange rates.
Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial loss to the Company.
Financial instruments that are subject to concentrations of credit risk, principally consist of balance with banks, investments (Bond, NCD, preference share and mutual fund), trade receivables, loans and advances.
Balances with banks were not past due or impaired as at the year end. In other financial assets that are not past dues and not impaired, there were no indication of default in repayment as at the year end.
Credit risk arises from the possibility that customers may not be able to settle their obligations as agreed. To manage this risk, the Company periodically assesses the financial reliability of customers, taking into account their financial position, past experience and other factors. The Company manages credit risk through credit approvals, establishing credit limits and continuously monitoring the creditworthiness of customers to which the Company grants credit terms in the normal course of business.
Historical trends of impairment of trade receivables do not reflect any significant credit losses. Given that the macro economic indicators affecting customers of the Company have not undergone any substantial change, the Company expects the historical trend of minimal credit losses to continue.
The Company''s exposure to price risk arises from investments in Bond, NCD, preference share and mutual fund held by the Company and classified in the balance sheet at fair value through OCI and at fair value through profit or loss. To manage its price risk arising from investments, the Company diversifies its portfolio. Diversification of the portfolio is done in accordance with the limits set by the Company.
The Company''s majority investments are primarily in fixed rate interest bearing investments. Except in case of Market Linked Debentures the Company is not significantly exposed to interest rate risk.
Liquidity risk
The Company manages liquidity risk by maintaining adequate reserves by continuously monitoring forecast and actual cash flows, and by matching the maturity profiles of financial assets and liabilities.
The tables below analyse the Company''s financial liabilities into relevant maturity groupings base on their contractual maturities for all non-derivative financial liabilities.
Please refer explanation given in note number (h).
Debt Service Coverage Ratio (DSCR) is not applicable because the Company does not have any term borrowings.
(48) The Code on Wages, 2019 and Code on Social Security, 2020 (the "Codes") relating to employee compensation and post-employment benefits that received Presidential assent have not been notified. Further, the related rules for quantifying the financial impact have not been notified. The Company will assess the impact of the Codes when the rules are notified and will record any related impact in the periods the Codes becomes effective.
(49) Other Statutory Information
(i) The Company do not have any Benami property, where any proceeding has been initiated or pending against the Company for holding any Benami property.
(ii) The Company do not have any transactions with companies struck off.
(iii) The Company do not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory period.
(iv) The Company has not been declared wilful defaulter by any bank or financial institution or other lender.
(v) The Company have not traded or invested in Crypto currency or Virtual Currency during the financial year.
(vi) The Company have not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities (Intermediaries) with any oral or written 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
(vii) The Company have not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) with any oral or written 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,
(viii) The Company have not 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.
(50) The Company evaluates events and transactions that occur subsequent to the balance sheet date but prior to the approval of financial statements to determine the necessity for recognition and/or reporting of subsequent events and transactions in the financial statements. As of May 03, 2022, there were no subsequent events and transactions to be recognised or reported that are not already disclosed.
(51) Approval of financial statements
The financial statements were approved for issue by the board of directors on May 03, 2022.
Mar 31, 2019
(1) Employee Benefits
(A) Defined contribution plans
The Company makes provident fund contribution which is defined contribution plan, for qualifying employees. Under the scheme, the Company is required to contribute a specified percentage of payroll costs to fund the benefits. The Company recognized RS,1.41 Crores (Year ended March 31, 2018 RS,1.45 Crores) for provident fund contributions in the Statement of Profit and Loss. The contribution payable to this plan by the Company is at rate specified in the rule of the scheme.
(B) Defined benefit plans
The defined benefit plan of the Company includes entitlement of gratuity for each year of service until the retirement age.
The plan typically expose the Company to actuarial risks such as: investment risk, interest risk, longevity risk and salary risk.
The Present value of gratuity obligations is determined based on actuarial valuation using the projected unit credit method, which recognizes each period of service as giving rise to additional unit of employee benefit entitlement and measures each unit separately to build up the final obligation.
(2) Leave encashment
As per the policy followed by the Company, all the leaves are enjoyable in the year itself.
Therefore there is no liability of leave encashment existing at the end of the year. Accordingly
no provision is made for leave encashment.
(3) Exceptional Items
(38.1) The Company''s investments of RS,21.50 Crores in Non-Convertible Redeemable Cumulative Preference Shares of Infrastructure Leasing & Financial Services Limited (IL&FS) are redeemable between March, 2021 to October, 2022. During the year considering the prevailing uncertainty as regards recovery of these investments, the Company has provided for the loss allowance of entire investment amount of RS,21.50 Crores.
(38.2) As reported in Annual Report of FY2016-17, some serious irregularities were observed in certain transactions executed by erstwhile Registrar & Transfer Agent M/s. Sharepro Services (I) Pvt. Ltd. (Sharepro). The Company has filed FIR against Sharepro, their employees and others in this matter which is pending before Hon''ble Metropolitan Magistrate Court, Ahmedabad. The matter of two cases of the alleged fraudulent transfers is pending before the Hon''ble Supreme Court of India for which the Company has made a provision of RS,2.55 Crores towards likely compensation payable.
The Company intends to dispose off Leasehold land along with Building thereon and other assets at Surat SEZ. No impairment loss is recognized on reclassification of these assets held for sale as at March 31, 2019 as the Company has made surrender deed in the month of April, 2019 with Diamond and Gems Development Corporation for RS,3.50 Crores
(4) Expenditure on Corporate Social Responsibility are as under
(a) Gross amount required to be spent by the Company during the year RS,4.16 Crores (Previous year RS,3.60 Crores).
(5) Financial Instruments
Capital Management
The Company manages its capital to ensure that the Company will be able to continue as going concern, while maximizing the return to stakeholders through efficient allocation of capital towards expansion of business, optimization of working capital requirements and deployment of surplus funds into various investment options. The Company does not have any debt to meet its capital requirement and uses the operational cash flows and equity to meet its capital requirements.
The Company is not subject to any externally imposed capital requirements.
The management of the Company reviews the capital structure of the Company on regular basis.
Valuation technique and key inputs used to determine fair value:
A. Level 1 : Mutual funds, Bonds, NCD - Quoted prices in active market.
B. Level 2 : Bonds, NCD, Preference shares - Discounted cash flow at discount rate that reflects the issuer''s current borrowing rate at the end of the reporting period.
(b) Fair value of financial assets and financial liabilities that are not measured at fair value (but fair value disclosures are required):
I. Financial assets measured at amortized cost
The carrying amount of Trade receivables, Loans, Cash and cash equivalents and bank balances & Other current financial assets are considered to be the same as their fair value due to their short term nature. The carrying amount of Other non-current financial assets are considered to be close to the fair value.
II. Financial liabilities measured at amortized cost
The carrying amount of Trade payables and Other financial liabilities are considered to be the same as their fair values due to their short term nature.
(6) Financial Risk Management Objectives and Policies
Financial risk management objectives
The Company''s management monitors and manages the financial risks relating to the operations of the Company. These risks include market risk (including currency risk, interest rate risk and other price risk), credit risk and liquidity risk. The Company''s risk management is done in close co-ordination with the board of directors and focuses on actively securing the Company''s short, medium and long-term cash flows by minimizing the exposure to volatile financial markets. The Company does not enter into or trade financial instruments, including derivative financial instruments, for speculative purposes. The most significant risks to which the Company is exposed are described below:
Market risk
Market risk is the risk of any loss in future earnings, in realizable fair values or in future cash flows that may result from a change in the price of a financial instrument. The Company''s activities expose it primarily to the financial risks of changes in foreign currency exchange rates, interest rates risk, liquidity risk, credit risk and price risk which impact returns on investments. Market risk exposures are measured using sensitivity analysis.
Foreign currency risk management
The Company undertakes transactions denominated in foreign currencies; consequently, exposures to exchange rate fluctuations arise. The Company minimize foreign currency risk by taking 100% advance in majority cases. The carrying amounts of the Company''s foreign currency denominated monetary assets and monetary liabilities at the end of the reporting period are as follows:
Foreign currency sensitivity
The following table details the Company''s sensitivity to a 5% increase and decrease in the C against the relevant foreign currencies. 5% is the sensitivity rate used when reporting foreign currency risk internally to key management personnel and represents management''s assessment of the reasonably possible change in foreign exchange rates. The sensitivity analysis includes only outstanding foreign currency denominated monetary items and adjusts their transaction at the period end for a 5% change in foreign currency rates. A positive number below indicates an increase in profit or equity where the C strengthens 5% against the relevant currency. For a 5% weakening of the C against the relevant currency there would be a comparable impact on the profit or equity, and the balances below would be negative.
(7) Financial Risk Management Objectives and Policies (contd.)
Credit risk management
Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial loss to the Company.
Financial instruments that are subject to concentrations of credit risk, principally consist of balance with banks, investments (Bond, NCD, preference share and mutual fund), trade receivables, loans and advances.
Balances with banks were not past due or impaired as at the year end. In other financial assets that are not past dues and not impaired, there were no indication of default in repayment as at the year end.
The age analysis of trade receivables as of the balance sheet date have been considered from the due date and disclosed in the Note No. 9 above.
The Company has used a practical expedient by computing the expected loss allowance for financial assets based on historical credit loss experience and adjustments for forward looking information.
Since majority business of the Company is on Cash and Carry basis, for credit business the Company trades with recognized and credit worthy third parties. In addition, receivable balances are monitored on an on-going basis with the result that the Company''s exposure to bad debts is not significant and hence no adjustment is made for expected credit loss allowance.
Price risk
The Company''s exposure to price risk arises from investments in Bond, NCD, preference share and mutual fund held by the Company and classified in the balance sheet at fair value through OCI and at fair value through profit or loss. To manage its price risk arising from investments, the Company diversifies its portfolio. Diversification of the portfolio is done in accordance with the limits set by the Company.
Price risk sensitivity
The table below summarizes the impact of increases / decreases of the index on the Company''s equity and profit for the year.
Interest rate risk
The Company''s majority investments are primarily in fixed rate interest bearing investments. Except in case of Market Linked Debentures the Company is not significantly exposed to interest rate risk.
Liquidity risk
The Company manages liquidity risk by maintaining adequate reserves by continuously monitoring forecast and actual cash flows, and by matching the maturity profiles of financial assets and liabilities.
Maturities of financial liabilities:
The tables below analyse the Company''s financial liabilities into relevant maturity groupings base on their contractual maturities for all non-derivative financial liabilities.
The surplus funds with the Company and operational cash flows will be sufficient to dispose the financial liabilities within the maturity period.
(8) Approval of financial statements
The financial statements were approved for issue by the board of directors on May 22, 2019.
Mar 31, 2018
(1) Corporate Information
Symphony Limited (âThe Companyâ), a premier air cooling company was established in the year 1988. The Company is in the field of residential, commercial and industrial air cooling both in the domestic and international markets. The addresses of its registered office and principal place of business are disclosed under corporate information in the annual report.
Majority domestic business of the Company is on Cash and Carry basis, for credit business the Company trades with recognised and credit worthy third parties. In addition, receivable balances are monitored on an on-going basis with the result that the Companyâs exposure to bad debts is not significant. The Company has used a practical expedient by computing the expected credit loss allowance for trade receivables for Exports Sales based on provision matrix. The provision matrix takes into account historical credit loss experience and adjusted for forward-looking information. The expected credit loss allowance is based on the ageing of the days the receivables are due and the rates as given in the provision matrix. The provision matrix at the end of the reporting period is as follows:
The Company has allotted 349,78,500 bonus equity shares of RS.2/- each fully paid up on September 17,2016 in the proportion of one (1) bonus equity share for every fully Paid up equity share (1:1). As a result of the bonus issue the Paid up capital of the Company stands increased to RS.1,399.14 lacs from RS.699.57 lacs.
The Company has only one class of shares referred to as equity shares having a par value of RS.2/-, rank pari passu in all respects including voting rights and entitlement to dividend.
The Company declares and pays dividends in Indian rupees. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting, except in case of Interim Dividend.
In the event of liquidation of the Company, the holders of equity shares will be entitled to receive assets of the Company remaining after settlement of all liabilities. The distribution will be in proportion to the number of equity shares held by the shareholders.
This reserve represents the cumulative gains and losses arising on the revaluation of debt instruments measured at fair value through other comprehensive income that have been recognised in other comprehensive income, net of amounts reclassified to profit or loss when those assets have been disposed of or impairment losses on such instruments.
The Board of Directors has recommended, subject to approval of shareholders, a final dividend of RS.1.50/- per equity share of RS.2/- each for the year ended March 31, 2018. Further, three interim dividends aggregating RS.3.00/-per equity share were paid during the year. Total Dividend proposed/paid is RS.4.50/- per equity share (225%) (previous year RS.4.50/- per equity share (225%)). The total dividend appropriation for the year ended March 31, 2018 amounts to RS.3,788.94 lacs including dividend distribution tax of RS.640.87 lacs.
(i) The provision for employee benefits includes gratuity provision. The decrease in the carrying amount of the provision for the current year results from benefits being paid in the current year. For other disclosures, refer note no. 36.
(ii) The provision for warranty claims represents the present value of the directorsâ best estimate of the future outflow of economic benefits that will be required under the Companyâs obligations for warranties under local sale of goods legislation. The estimate has been made on the basis of historical warranty trends and may vary as a result of new materials, altered manufacturing processes or other events affecting product quality.
2. SEGMENT REPORTING
(a) Primary Segment :
As per recognition criteria mentioned in Ind AS - 108, Operating Segment, the Company has identified only one operating segment i.e. Air Coolers Business. However substantial portion of Corporate Funds remained invested in various financial instruments. The Company has considered Corporate Funds as a separate segment so as to provide better understanding of performance of Air Cooler Business.
Secondary Segment Capital Employed :
Fixed assets used in the Companyâs business and liabilities contracted have not been identified with any of the reportable segments, as the fixed assets and services are used interchangeably between segments. The Company believes that it is not practical to provide secondary segment disclosures relating to Capital employed.
Policy on dealing with Related party transactions:
The Company has made a list of related parties after considering the requirements and based on the annual declaration received from individuals like Directors and Key Managerial Personnel (KMP). All related party transactions are reported and referred for approval to the Audit Committee as per section 177 of the Companies Act, 2013. The Audit committee may grant general approval for repetitive related party transactions. Such general approval will be valid for a period of one year and a fresh approval shall be taken for every financial year. As per section 188 of the Companies Act, 2013, the consent of the Board/Shareholdersâ approval is required, by a special resolution in a general meeting, for entering into the specified transactions with a related party, if they are not in ordinary course of business of the Company or at armâs length and exceeds the threshold limits as specified in the Act.
3. LEASES
3.1 : Leasing Arrangement
The company does not have any Non-cancellable lease.
Operating lease is related to
i) Lease of Land of Surat SEZ with lease term period upto July, 2085 and the lease is to be renewed on expiry of every 15 years starting from 2011. The cost of leasehold land is charged to Statement of Profit & Loss account over a period of 15 years.
ii) Lease of Land at Kandla SEZ for 48 months from Sept,16.
iii) Lease of CFA premises at various location of India with a lease period of one year.
4. EMPLOYEE BENEFITS
(A) Defined contribution plans
The Company makes provident fund contribution which is defined contribution plan, for qualifying employees. Under the scheme, the Company is required to contribute a specified percentage of payroll costs to fund the benefits. The Company recognised RS.144.87 lacs (Year ended March 31, 2017 RS.139.86 lacs) for provident fund contributions in the Statement of Profit and Loss. The contribution payable to this plan by the Company is at rate specified in the rule of the scheme.
(B) Defined benefit plans
The defined benefit plan of the Company includes entitlement of gratuity for each year of service until the retirement age.
The plan typically expose the Company to actuarial risks such as: investment risk, interest risk, longevity risk and salary risk.
Investment risk: The present value of the defined benefit plan liability is calculated using a discount rate which is determined by reference to market yields at the end of the reporting period on government bonds. If the return on plan asset is below this rate, it will create a plan deficit. Currently, for the plan in India, it has a relatively balanced mix of investments in government securities and other debt instruments.
Interest risk: A fall in the discount rate which is linked to the Government Securities. Rate will increase the present value of the liability requiring higher provision. A fall in the discount rate generally increases the mark to market value of the assets depending on the duration of asset.
Longevity risk: Since the benefits under the plan is not payable for life time and payable till retirement age only, plan does not have any longevity risk.
Salary risk: The present value of the defined benefit plan liability is calculated by reference to the future salaries of members. As such, an increase in the salary of the members more than assumed level will increase the planâs liability.
The Present value of gratuity obligations is determined based on actuarial valuation using the projected unit credit method, which recognises each period of service as giving rise to additional unit of employee benefit entitlement and measures each unit separately to build up the final obligation.
5. LEAVE ENCASHMENT
As per the policy followed by the Company, all the leaves are enjoyable in the period itself. Therefore there is no liability of leave encashment existing at the end of the year. Accordingly no provision is made for leave encashment.
6. There are no Micro and Small Enterprises, to whom the Company owes dues, which are outstanding for more than 45 days as at 31st March,2018. 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.
7. Pursuant to the directions issued by Securities and Exchange Board of India, (SEBI) in its interim order dated 22 March 2016, the Company had appointed an independent external agency to conduct an audit of the records and systems of Sharepro with respect to certain past transactions. The Company has found irregularities in certain transactions as per the special audit carried out by an independent external agency which was also submitted to the SEBI. The Company has taken legal actions and will take additional steps, if any, based on and in accordance with the directions of SEBI or any other regulatory authorities. Based on consultations with its legal counsel, the Company has been advised that the liability will not evolve on the Company and thus no provision is considered necessary. Further, the Company has a right to claim losses, if any, from Sharepro and accordingly, the Company does not plan to make good the losses on its own account. Under the circumstances, the Company does not envisage any possible obligation in respect of the matter.
8. EXPENDITURE ON CORPORATE SOCIAL RESPONSIBILITY ARE AS UNDER
(a) Gross amount required to be spent by the Company during the year RS.359.55 lacs (Previous year RS.300.40 lacs).
(b) Amount spent during the year on
9. DISCLOSURE UNDER REGULATION 34(3) OF THE LISTING REGULATIONS
Amount of loans and advances outstanding from subsidiaries as at March 31, 2018:
10. FINANCIAL INSTRUMENTS
Capital Management
The Company manages its capital to ensure that the Company will be able to continue as going concern, while maximising the return to stakeholders through efficient allocation of capital towards expansion of business, optimisation of working capital requirements and deployment of surplus funds into various investment options. The Company does not have any debt to meet its capital requirement and uses the operational cash flows and equity to meet its capital requirements.
The Company is not subject to any externally imposed capital requirements.
The management of the Company reviews the capital structure of the Company on regular basis.
The following table summarises the capital of the Company.
11. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES
Financial risk management objectives
The Companyâs management monitors and manages the financial risks relating to the operations of the Company. These risks include market risk (including currency risk, interest rate risk and other price risk), credit risk and liquidity risk. The Companyâs risk management is done in close co-ordination with the board of directors and focuses on actively securing the Companyâs short, medium and long-term cash flows by minimizing the exposure to volatile financial markets. The Company does not enter into or trade financial instruments, including derivative financial instruments, for speculative purposes. The most significant risks to which the Company is exposed are described below:
Market risk
Market risk is the risk of any loss in future earnings, in realisable fair values or in future cash flows that may result from a change in the price of a financial instrument. The Companyâs activities expose it primarily to the financial risks of changes in foreign currency exchange rates, interest rates risk, liquidity risk, credit risk and price risk which impact returns on investments. Market risk exposures are measured using sensitivity analysis.
Foreign currency risk management
The Company undertakes transactions denominated in foreign currencies; consequently, exposures to exchange rate fluctuations arise. The company minimise foreign currency risk by taking 100% advance in majority cases. The carrying amounts of the Companyâs foreign currency denominated monetary assets and monetary liabilities at the end of the reporting period are as follows:
Foreign currency sensitivity
The following table details the Companyâs sensitivity to a 5% increase and decrease in the H against the relevant foreign currencies. 5% is the sensitivity rate used when reporting foreign currency risk internally to key management personnel and represents managementâs assessment of the reasonably possible change in foreign exchange rates. The sensitivity analysis includes only outstanding foreign currency denominated monetary items and adjusts their transaction at the period end for a 5% change in foreign currency rates. A positive number below indicates an increase in profit or equity where the H strengthens 5% against the relevant currency. For a 5% weakening of the H against the relevant currency, there would be a comparable impact on the profit or equity, and the balances below would be negative.
Credit risk management
Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial loss to the Company.
Financial instruments that are subject to concentrations of credit risk, principally consist of balance with banks, investments (Bond, NCD, preference share and mutual fund), trade receivables, loans and advances. None of the financial instruments of the Company result in material concentrations of credit risks.
Balances with banks were not past due or impaired as at the year end. In other financial assets that are not past dues and not impaired, there were no indication of default in repayment as at the year end.
The age analysis of trade receivables as of the balance sheet date have been considered from the due date and disclosed in the Note No. 9 above.
The Company has used a practical expedient by computing the expected loss allowance for financial assets based on historical credit loss experience and adjustments for forward looking information.
Since majority business of the Company is on Cash and Carry basis, for credit business the Company trades with recognised and credit worthy third parties. In addition, receivable balances are monitored on an ongoing basis with the result that the Companyâs exposure to bad debts is not significant and hence no adjustment is made for expected credit loss allowance.
Price risk
The Companyâs exposure to price risk arises from investments in Bond, NCD, preference share and mutual fund held by the Company and classified in the balance sheet at fair value through OCI and at fair value through profit or loss. To manage its price risk arising from investments, the Company diversifies its portfolio. Diversification of the portfolio is done in accordance with the limits set by the Company.
Price risk sensitivity
The table below summarises the impact of increases / decreases of the index on the Companyâs equity and profit for the year.
Interest rate risk
The Companyâs majority investments are primarily in fixed rate interest bearing investments. Except in case of Market Linked Debentures the Company is not significantly exposed to interest rate risk.
Liquidity risk
The Company manages liquidity risk by maintaining adequate reserves by continuously monitoring forecast and actual cash flows, and by matching the maturity profiles of financial assets and liabilities.
Maturities of financial assets:
The tables below analyse the Companyâs financial assets into relevant maturity groupings base on their contractual maturities for all non-derivative financial assets.
11.1 Cash flow statements
There were no significant reconciliation items between cash flows prepared under Indian GAAP and those prepared under Ind AS.
(11.2) Notes to the reconciliations
(a) Under IGAPP, Leasehold land at Surat SEZ is recognised as fixed assets where as under Ind AS the same is considered as operating lease. This has resulted in decrease in fixed assets by RS.157.28 lacs as on March 31, 2017 (RS.174.65 lacs as on April 01, 2016) and increase in Other Non-Current Assets by RS.157.28 lacs as on March 31, 2017 (RS.174.65 lacs as on April 01, 2016).This change does not affect Profit before tax or Profit for the year ended March 31, 2017 because expense have been regrouped from Depreciation and Amortization Expense to Other Expenses by RS.17.37 lacs.
(b) All Non-Current investments except investments in group companies, MLD and perpetual bond have been fair valued in accordance with Ind AS 109. Investment in debt securities measured at amortised cost are fair valued through OCI (FVTOCI) and reclassified to profit or loss on their sale. Under IGAAP the Non-Current investments were carried at cost net of permanent diminution, if any. This has resulted in increase in Other Non-Current Investments by RS.843.30 lacs as on March 31, 2017 (RS.1,515.75 lacs as on April 01, 2016) and decrease in Other Current Financial Assets by RS.182.72 lacs as on March 31, 2017 (RS.521.87 lacs as on April 01, 2016) and increase in Other Equity by RS.660.58 lacs as on March 31, 2017 (RS.993.88 lacs as on April 01, 2016). This has resulted in increase of Profit before tax for the year ended March 31, 2017 by RS.69.55 lacs and increase in Other Comprehensive income by RS.308.36 lacs.
(c) Under IGAAP interest accrued on fixed deposits was disclosed under Other Current Financial Assets, where as under Ind AS it is included in the fixed deposit balance grouped under Other NonCurrent Financial Assets and Other Bank Balances. This has resulted in decrease in Other Current Financial Assets by RS.2.20 lacs as on March 31, 2017 (RS.1.49 lacs as on April 01, 2016) and increase in Other Non-Current Financial Assets by RS.2.20 lacs as on March 31, 2017 (RS.2.05 lacs as on April 01, 2016), and increase in Other Bank balances by Rs. Nil lacs as on March 31, 2017 (RS.0.56 lacs as on April 01, 2016).
(d) Under Ind AS investments in mutual funds have been fair valued through Profit or loss. Under IGAAP the current investments were carried at cost net of diminution in their value as at the Balance Sheet date. This has resulted in increase in Current Investments by RS.56.93 lacs as on March 31, 2017 (Rs. Nil as on April 01, 2016) and increase in Other Equity by RS.56.93 lacs as on March 31, 2017 (Rs. Nil as on April 01, 2016). This has resulted in increase of Profit before tax for the year ended March 31, 2017 by RS.56.93 lacs. Under Ind AS investments in MLD & Perpetual Bonds have been fair valued through Profit or loss. Under IGAAP the Non current investments were carried at cost net of diminution in their value as at the Balance Sheet date. This has resulted in increase in Non Current Investments by RS.33.07 lacs as on March 31, 2017 (Decrease in Non Current Investments by RS.45.49 as on April 01, 2016) and decrease in Other Equity by RS.12.44 lacs as on March 31, 2017 (RS.45.49 as on April 01, 2016). This has resulted in increase of Profit before tax for the year ended March 31, 2017 by RS.90.00 lacs.
(e) Under Ind AS Deferred tax liability / asset is required to be recognised on change in fair value of investments which was not required to be recognised under previous GAAP. This has resulted in increase in Deferred Tax liability by RS.76.77 lacs as on March 31, 2017 (RS.108.69 lacs as on April 01, 2016) and decrease in Other Equity by RS.76.77 lacs as on March 31, 2017 (RS.108.69 lacs as on April 01, 2016). This has resulted in decrease of Profit after tax for the year ended March 31, 2017 by RS.28.02 lacs and decrease in Other Comprehensive income by RS.18.29 lacs.
(f) Under IGAAP, actuarial gains and losses were recognised in profit or loss. Under Ind AS, the actuarial gains and losses form part of re-measurement of the net defined benefit liability / asset which is recognised in other comprehensive income. Consequently, the tax effect of the same has also been recognised in other comprehensive income under Ind AS instead of profit or loss. The actuarial gains for the year ended March 31, 2017 were RS.31.95 lacs and the tax effect thereon RS.11.06 lacs. This change does not affect total other equity, but there is a increase in profit before tax of RS.31.95 lacs, and in total profit of RS.20.89 lacs for the year ended March 31, 2017.
(g) Under IGAPP, sales promotion expense related to sales is recognised as Advertisement and Sales Promotion Expense where as under Ind AS the same is considered by way of deduction from Revenue from Operations. This change does not affect Profit before tax or Profit for the year ended March 31, 2017 because expense have been regrouped by decrease from Advertisement and Sales Promotion Expense by RS.327.65 lacs and decrease in Revenue from Operations by RS.327.65 lacs.
(12) APPROVAL OF FINANCIAL STATEMENTS
The financial statements were approved for issue by the board of directors on May 22, 2018.
Mar 31, 2017
1. CORPORATE INFORMATION
Symphony Limited, a premier air cooling company was established in the year 1988. The Company is in the field of residential, commercial and industrial air cooling both in the domestic and international markets.
2. SHARE CAPITAL
The Company has allotted 3,49,78,500 bonus equity shares of RS.2/- each fully paid up on September 17,2016 in the proportion of one (1) bonus equity share for every fully Paid up equity share (1:1). As a result of the bonus issue the Paid up capital of the Company stands increased to RS.1,399.14 lacs from RS.699.57 lacs.
The Company has only one class of shares referred to as equity shares having a par value of RS.2/-, rank pari passu in all respects including voting rights and entitlement to dividend.
The Company declares and pays dividends in Indian rupees. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting, except in case of Interim Dividend.
In the event of liquidation of the Company, the holders of equity shares will be entitled to receive assets of the Company remaining after settlement of all liabilities. The distribution will be in proportion to the number of equity shares held by the shareholders.
The Company has allotted 3,49,78,500 bonus equity shares of RS.2/- each fully paid up on September 17, 2016 in the proportion of one (1) bonus equity share for every fully Paid up equity share (1:1). As a result of the bonus issue the Paid up capital of the Company stands increased to RS.1,399.14 lacs from RS.699.57 lacs. Consequent to the above increase in Paid up capital, the earnings per share have been adjusted for previous period figure.
3. SEGMENT REPORTING
(a) Primary Segment : Business
The Company has identified two primary segments namely Air Coolers and Corporate Funds so as to know financial efficiency of core business i.e. Air Coolers and Corporate Funds Segment which consists of surplus investments.
(b) Secondary Segment : Geographical segment
Secondary Segment Capital Employed :
Fixed assets used in the Companyâs business and liabilities contracted have not been identified with any of the reportable segments, as the fixed assets and services are used interchangeably between segments. The Company believes that it is not practical to provide secondary segment disclosures relating to Capital employed.
Note: Related parties have been identified by the Management.
Policy on dealing with Related party transactions:
The Company has made a list of related parties after considering the requirements and based on the annual declaration received from individuals like Directors and Key Managerial Personnel (KMP). All related party transactions are reported and referred for approval to the Audit Committee as per section 177 of the Companies Act, 2013. The Audit committee may grant general approval for repetitive related party transactions. Such general approval will be valid for a period of one year and a fresh approval shall be taken for every financial year. As per section 188 of the Companies Act, 2013, the consent of the Board/Shareholdersâ approval is required, by a special resolution in a general meeting, for entering into the specified transactions with a related party, if they are not in ordinary course of business of the Company or at armâs length and exceeds the threshold limits as specified in the Act.
4. EMPLOYEE BENEFITS
(A) Defined contribution plans
The Company makes provident fund contribution which is defined contribution plan, for qualifying employees. Under the scheme, the Company is required to contribute a specified percentage of payroll costs to fund the benefits. The Company recognised RS.139.86 lacs (Year ended March 31, 2016 RS.90.11 lacs) for provident fund contributions in the Statement of Profit and Loss. The contribution payable to this plan by the Company is at rate specified in the rule of the scheme.
(B) Defined benefit plans
Gratuity included as a part of Contribution to Provident Fund and Other Funds in Note 23 Employee Benefit expenses.
The Present value of gratuity obligations is determined based on actuarial valuation using the projected unit credit method, which recognises each period of service as giving rise to additional unit of employee benefit entitlement and measures each unit separately to build up the final obligation.
I The expected contribution is based on the same assumptions used to measure the Companyâs gratuity obligations as of March 31, 2017.
5. LEAVE ENCASHMENT
As per the policy followed by the Company, all the leaves are enjoyable in the period itself. Therefore there is no liability of leave encashment existing at the end of the year. Accordingly no provision is made for leave encashment.
6. There are no Micro and Small Enterprises, to whom the Company owes dues, which are outstanding for more than 45 days as at 31st March,2017. 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.
7. Based on queries received from Securities Exchange Board of India (âSEBIâ), the Company conducted a preliminary internal investigation and discovered certain irregularities by M/s Sharepro Services (India) Private Limited (âShareproâ), the Companyâs erstwhile Registrar and Share Transfer Agent. Subsequently, the Company has filed a criminal complaint against Sharepro and its employees. Pursuant to the directions issued by SEBI âm its interim order dated 22 March 2016, the Company appointed an independent external agency to conduct an audit of the records and systems of Sharepro with respect to certain past transactions. The Company has taken legal actions and will take additional steps, if any, based on and in accordance with the directions of SEBI or any other regulatory authorities. Based on consultations with its legal counsel, the Company has been advised that the liability will not evolve on the Company and thus no provision is considered necessary. Further, the Company has a right to claim losses, if any, from Sharepro and accordingly, the Company does not plan to make good the losses on its own account. Under the circumstances, the Company does not envisage any possible obligation in respect of the matter.
8. The Companyâs products viz. Air Coolers carry one year warranty from date of purchase by its end users. The product warranty expense has been calculated based on past historical data of warranty cost incurred by Company.
9. The Board of Directors has recommended, subject to approval of shareholders, a final dividend of RS.1/- per equity share of RS.2/- each for the year ended March 31, 2017. Further an interim dividend of RS.3.50/- per equity share was paid during the year. Total Dividend proposed/paid is RS.4.50/- per equity share (225%) (previous year RS.25/- per equity share (1,250%) which included special dividend of RS.10/-). The total dividend appropriation for the year ended March 31, 2017 amounts to RS.3,157.45 lacs including dividend distribution tax of RS.534.06 lacs.
10. The previous financial year was for a period of 9 months ended on 31st March,2016 (Previous Period) and accordingly, the figures for the Previous Period are not comparable with figures for the Current Year ended 31st March,2017 presented in Statement of Profit & Loss, Cash Flow Statement and related Notes. Previous Periodâs figures have been regrouped/reclassified, wherever necessary, to conform to classification of Current year.
11. EXPENDITURE ON CORPORATE SOCIAL RESPONSIBILITY ARE AS UNDER
(a) Gross amount required to be spent by the Company during the year RS.300.40 lacs (Previous year RS.253.17 lacs).
(b) Amount spent during the year on
12. DISCLOSURE UNDER REGULATION 34(3) OF THE LISTING AGREEMENT
Amount of loans and advances in nature of loans outstanding from subsidiaries as at March 31, 2017:
Mar 31, 2016
1. Corporate Information
Symphony Limited, a premier air cooling company was established in the
year 1988. The company is in the field of residential, commercial and
industrial air cooling both in the domestic and international markets.
2. Employee Benefits
The Present value of gratuity obligations is determined based on
actuarial valuation using the projected unit credit method, which
recognises each period of service as giving rise to additional unit of
employee benefit entitlement and measures each unit separately to build
up the final obligation.
3. Leave encashment
As per the policy followed by the company, all the leaves are enjoyable
in the period itself. Therefore there is no liability of leave
encashment existing at the end of the period. Accordingly no provision
is made for leave encashment.
4. There are no Micro and Small 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.
5. The Company''s products viz. Air Coolers carry one year warranty
from date of purchase by its end users. The product warranty expense
has been calculated based on past historical data of warranty cost
incurred by Company.
6. In view of the provision of Companies Act 2013, the company has
changed its accounting year to March ending instead of June ending as
earlier. Accordingly current accounting year is of nine months ended on
March 31, 2016 ("current period") and therefore the figures for the
current period are not comparable with figures for the year ended June
30, 2015 (''previous year'') presented in the Statement of Profit and
Loss, Cash Flow Statement and related notes. Previous year''s figures
have been regrouped / reclassified wherever necessary, to confirm to
the classification of the current period.
7. As per the provisions of the Companies Act 2013, the minimum
amount to be spent towards expenditure for Corporate Social
Responsibility (CSR) is H253.17 lacs, against which no amount has been
spent during the period.
8. Disclosure under Regulation 34(3) of the Listing Agreement Amount
of loans and advances in nature of loans outstanding from subsidiaries
as at March 31, 2016:
Jun 30, 2015
(1) Nature of Business
Symphony Limited, a premier air cooling company was established in the
year 1988. The company is in the field of residential, commercial and
industrial air cooling both in the domestic and international markets.
2
SUBSIDIARIES
Following are the subsidiaries and step down subsidiaries of the
Company
(i) Symphony Aircoolers Inc, USA (Subsidiary)
(ii) Sylvan Holdings Pte. Ltd., Singapore (Subsidiary)
(iii) IMPCO S DE RL DE CV, Mexico (Subsidiary of Subsidiary)
(iv) Symphony USA INC., USA (Subsidiary of Subsidiary)
3
LEASES
The company does not have any uncancellable lease.
4
EMPLOYEE BENEFITS
The Present value of gratuity obligations is determined based on
actuarial valuation using the projected unit credit method, which
recognises each period of service as giving rise to additional unit of
employee benefit entitlement and measures each unit separately to build
up the final obligation.
5
LEAVE ENCASHMENT
As per the policy followed by the company, all the leaves are enjoyable
in the financial year itself. Therefore there is no liability of leave
encashment existing at the end of the year. Accordingly no provision is
made for leave encashment.
6
There are no Micro and Small Enterprises, to whom the company owes
dues, which are outstanding for more than 45 days as at 30th June,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.
7
In the opinion of the board, Current Assets, Loans and Advances are
approximately, stated at the value, if realised in ordinary course of
business. Provisions for all known liabilities are provided for in full
and the same are adequate and not in excess of the amount considered as
reasonably necessary.
8
The Company's products viz. Air Coolers carry one year warranty from
date of purchase by its end users. The product warranty expense has
been calculated based on past historical data of warranty cost incurred
by Company.
9
Previous year figures have been rearranged/ regrouped wherever
necessary to make them comparable with the figures of the current year.
Jun 30, 2014
(Rs.in Lac)
Particulars 2013-14 2012-13
Note 1 CONTINGENT LIABILITIES
a) Claims against the Company not
acknowledged as debt. 13.34 11.91
b) Demand on account of sales tax
assessment raised against the 0.86 4,429.67
Company for the various years but
the same is not acknowledged
as debt hence, not provided for.
Appeals are pending
c) Income Tax matters not
acknowledged as debts 37.95 78.15
d] Demand under disputed central
excise matter, Appeals are being 132.10 341.50
filed.
e) Estimated amount of contracts
remaining to be executed on 295.85 85.02
capital account and not provided for
Income Tax
The Income- Tax assessments of the Company have been completed up to
Assessment Year 2010-11. The Company has filed appeal against the
demand of Rs.37.95 Lac raised for Assessment Year 2010-11. Based on the
decisions of the Appellate authorities and the interpretations of other
relevant provisions, the Company has been legally advised that the
demand is likely to be either deleted or substantially reduced and
accordingly no provision has been made.
Note 2
(a) Primary Segment:
The Company has identified two primary segment namely Home Appliances
and Corporate Funds so as to know financial efficiency of core business
i.e. Home Appliances and Corporate Funds Segment which consists of
surplus investments.
Note 3 SUBSIDIARIES
Following are the subsidiaries and step down subsidiaries of the
Company
(i) Symphony Aircoolers Inc, USA (Subsidiary)
(ii) Sylvan Holdings Pte. Ltd., Singapore (Subsidiary)
(iii) IMPCO S DE RL DE CV, Mexico (Subsidiary of Subsidiary)
(iv) Symphony USA INC., USA (Subsidiary of Subsidiary)
Note 4 FASFS
The Company has operating lease for various premises which are
renewable on a periodic basis and cancellable at its option. Rental
expenses for operating lease are charged to Statement of Profit and
Loss for the year Rs.146.75 Lac (Previous year Rs.86.07 Lac).
Note 5 EMPLOYEE BENEFITS
The Present value of gratuity obligations is determined based on
actuarial valuation using the projected unit credit method, which
recognises each period of service as giving rise to additional unit of
employee benefit entitlement and measures each unit separately to build
up the final obligation
Note 6 LEAVE ENCASHMENT
As per the policy followed by the Company, all the leaves are enjoyable
in the financial year itself. Therefore there is no liability of leave
encashment existing at the end of the year. Accordingly no provision is
made for leave encashment.
Note 7
There are no Micro and Small Enterprises, to whom the Company owes
dues, which are outstanding for more than 45 days as at 30th June,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.
Note 8
In the opinion of the board, Current Assets, Loans and Advances are
approximately, stated at the value, if realised in ordinary course of
business. Provisions for all known liabilities are provided for in full
and the same are adequate and not in excess of the amount considered as
reasonably necessary.
Note 9
Previous year figures have been rearranged/ regrouped wherever
necessary to make them comparable with the figures of the current year
Jun 30, 2013
(Rs.in Lacs)
Particulars 2012-13 2011-12
Note 1 Contingent Liabilities
a) Claims against the company not
acknowledged as debt. 11.91 11.05
b) Demand on account of sales tax assessment
raised against the 4,429.67 2,252.90
company for the various years but the
same is not acknowledged as
debt hence, not provided for.
Appeals are pending.
c) Income Tax matters not
acknowledged as debts 78.15 78.15
d) Demand under disputed central excise
matter, Appeals are being 341.50 356.50
filed.
e) Bank Guarantee 5.50
f) Estimated amount of contracts
remaining to be executed on capital 85.02 4.54
account and not provided for
Sales Tax
The Contingent Liability towards sales tax is Rs.4,429.67 lacs (previous
year Rs.2,252.90 lacs). During the year the Hon''ble Gujarat VAT Tribunal
vide its order dt. January 10, 2013 upheld Sales tax liability and
interest thereon, although penalty has been quashed. Considering
interest liability up to June 30, 2013; the total demand would be
Rs.4,425 lacs for the years, 1993-94, 1994-95, 1995-96, 1997-98 and
1999-2000.
The Rectification Application filed by the company against the said
order dt. January 10, 2013 has been admitted and the same is pending
before the said Tribunal. This disputed demand is on account of Sales
Tax department, Gujarat, treating branch transfer and sales outside
Gujarat as local sales, for lack of F and C forms. These forms were
destroyed along with other records as they were kept in basement
storage, which was flooded during the heavy rain of 20 inches on July
13, 2000 in Ahmedabad. This demand is despite the company having paid
sales tax in respective states on such branch transfers and sales out
of Gujarat. The Government of Gujarat has issued a circular dt. October
18, 2005 to the Commissioner of Sales Tax to grant relief for records
destroyed in the floods on July 13, 2000. Hon''ble Commissioner of Sales
Tax has granted administrative relief in the past in cases of such
calamities. As advised by legal counsel, considering the merits of the
case, no provision is required to be made in the books of accounts.
The company''s VAT/Sales tax assessments in the state of Gujarat are
completed up to the year 2008-09. There is no other pending demand for
any year in Gujarat state except above.
Income Tax
The Income-Tax assessments of the Company have been completed up to
Assessment Year 2009-10. The Company has filed appeal against the
demand of Rs.78.15 lacs raised for Assessment Year 2009-10. Based on the
decisions of the Appellate authorities and the interpretations of other
relevant provisions, the Company has been legally advised that the
demand is likely to be either deleted or substantially reduced and
accordingly no provision has been made.
Note 2 Subsidiaries
Following are the subsidiaries and step down subsidiaris of the Company
(i) Symphony Aircoolers Inc, USA (Subsidiary)
(ii) Sylvan Holdings Pte. Ltd., Singapore (Subsidiary)
(iii) IMPCO S DE RL DE CV, Mexico (Subsidiary of Subsidiary)
(iv) Symphony USA INC., USA (Subsidiary of Subsidiary)
Note 3 Leases
The company has operating lease for various premises which are
renewable on a periodic basis and cancellable at its option. Rental
expenses for operating lease are charged to Statement of Profit and
Loss for the year Rs.86.07 Lacs (Previous year Rs.230.31 Lacs).
Note 4 Leave encashment
As per the policy followed by the company, all the leaves are enjoyable
in the financial year itself. Therefore there is no liability of leave
encashment existing at the end of the year. Accordingly no provision is
made for leave encashment.
Note 5
There are no Micro and Small Enterprises, to whom the company owes
dues, which are outstanding for more than 45 days as at 30th June,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.
Note 6
In the opinion of the board, Current Assets, Loans and Advances are
approximately, stated at the value, if realised in ordinary course of
business. Provisions for all known liabilities are provided for in full
and the same are adequate and not in excess of the amount considered as
reasonably necessary.
Note 7
Company gives one year warranty on certain components of its products.
The expenses on the warranty as and when incurred are charged to the
Statement of Profit and Loss.
Note 8
Previous year figures have been rearranged/ regrouped wherever
necessary to make them comparable with the figures of the current year.
Jun 30, 2012
The Company has only one class of shares referred to as equity shares
having a par value of Rs. 2/-. Every holder of equity shares is entitled
to one vote per share.
The Company declares and pays dividends in Indian rupees. The dividend
proposed by the Board of Directors is subject to the approval of the
shareholders in the ensuing Annual General Meeting.
During the year ended June 30, 2012, the amount of dividend per share
recognised as distribution to equity shareholders was Rs. 5.50. The total
dividend appropriation proposed for the year ended June 30, 2012
amounted to Rs. 2,235.91 lacs including dividend distribution tax of Rs.
312.09 lacs.
*As approved in the last annual general meeting held on November 30,
2011, the company has subdivided (split) the equity shares each of Rs.
10/-(Rs. Ten only), fully paid up into 5 equity shares each of Rs. 2/- (Rs.
Two only) fully paid up, with effect from February,18,2012. Hence, the
number of shares disclosed above are computed for the current year and
recomputed for the previous year based on the revised face value of Rs.
2/- each.
Cash and Bank balances as of June 30, 2012 include restricted cash and
bank balances of Rs. 966.84 lacs (Previous year Rs. 186.02 lacs). The
restrictions are primarily on account of cash and bank balances held as
margin money deposits against guarantees.
The deposits maintained by the Company with banks comprise of time
deposits, which can be withdrawn by the Company at any point without
prior notice or penalty on the principal.
As approved in the last annual general meeting held on November 30,
2011, the company has subdivided (split) the equity shares each of Rs.
10/-(Rs. Ten only), fully paid up into 5 equity shares each of Rs. 2/-(Rs.
Two only), fully paid up, with effect from February, 18, 2012. Hence,
the basic and diluted EPS and number of shares disclosed above are
computed for the current year and recomputed for the previous year,
based on the revised face value of Rs. 2/- each.
(1) The revised Schedule VI as notified under the Companies Act, 1956,
has become applicable to the Company for presentation of its financial
statements for the year ended June 30, 2012. Requirements of the
revised Schedule VI has significantly modified the presentation and
disclosures which have been complied with in these financial
statements. Previous year figures have been reclassified in accordance
with requirements of the current year.
(2) Contingent Liabilities (Rs.in Lacs)
2011-12 2010-11
a) Claims against the company not acknowledged
as debt. 11.05 11.05
b) Demand on account of sales tax assessment
raised against the company for various years
but the same is not acknowledged as debt hence,
not provided for. Appeals are pending. 2,252.90 2,254.10
c) Income Tax matters not acknowledged as debts. 78.15 -
d) Demand under disputed central excise matter,
Appeals are being filed. 356.50 242.50
e) Estimated amount of contracts remaining to
be executed on capital account and not
provided for. 4.54 -
Sales Tax
The Contingent Liability towards sales tax is Rs. 2,252.90 lacs (previous
year Rs. 2,254.10 lacs). The amount of Rs. 2,246.57 lacs (out of Rs. 2,252.90
lacs) is demand by Sales Tax department, Gujarat for the years,
1993-94, 1994-95, 1995-96, 1997-98 and 1999-2000. This is on account of
Sales Tax department, Gujarat, treating branch transfer and sales
outside Gujarat as local sales, for lack of F and C forms. These forms
have been completely destroyed alongwith other records as they were
kept in basement storage, which was flooded during the heavy rains of
20" on July 13, 2000 in Ahmedabad. This demand is despite the company
having paid sales tax in respective states on such branch transfers and
sales out of Gujarat. The Government of Gujarat has issued a letter
dated 18.10.2005 to the Commissioner of Sales Tax to grant relief for
records destroyed in this instance. Hon'ble Commissioner of Sales Tax
has granted administrative relief in the past in cases of such
calamities. The matter is now pending before the Appellate authority.
As advised by legal counsel, considering the merits of the case, no
provision is required to be made in the books of accounts.
The company's VAT/Sales tax assessments in the State of Gujarat are
completed up to the year 2007-08. There is no other demand pending for
any year in Gujarat state except above.
Income Tax
Income- Tax assessments of the Company have been completed up to
Assessment Year 2009-10. The Company has filed appeal against the
demand of Rs. 78.15 lacs raised for Assessment Year 2009-10. Based on the
decisions of the Appellate authorities and the interpretations of other
relevant provisions, the Company has been legally advised that the
demand is likely to be either deleted or substantially reduced and
accordingly, no provision has been made.
(3) Subsidiaries
Following are subsidiaries and step down subsidiaries of the Company:
i) Symphony Aircoolers Inc, USA (Subsidiary)
ii) Sylvan Holdings Pte. Ltd., Singapore (Subsidiary)
iii) IMPCO S DE RL DE CV, Mexico (Subsidiary of Subsidiary)
iv) Symphony USA Inc., USA (known as Impco Aircooler Inc, Prior to
12-04-2012) (Subsidiary of Subsidiary)
The company does not have any financial lease. The lease term is
renewable at mutual agreement of both the parties. There is no
escalation clause in the lease agreement. There are no restrictions
imposed by the lease agreement. There are no sub leases.
(4) Employee Benefits
The Present value of gratuity and leave encashment obligations is
determined based on actuarial valuation using the projected unit credit
method, which recognises each period of service as giving rise to
additional unit of employee benefit entitlement and measures each unit
separately to build up the final obligation.
(5) Leave encashment
As per policy followed by the Company, all the Leaves are enjoyable in
the financial year itself. Therefore, there is no liability of leave
encashment existing at the end of the year. Accordingly, no provision
is made for leave encashment.
(6) There are no Micro and Small Enterprises, to whom the company owes
dues, which are outstanding for more than 45 days as at 30th June,
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.
(7) In the opinion of the board, Current Assets, Loans and Advances
are approximately, stated at the value, if realised in ordinary course
of business. Provisions for all known liabilities are provided for in
full and the same are adequate and not in excess of the amount
considered as reasonably necessary
(8) As the company's business model is such that the excise duty
payable by the company is negligible, it is not shown separately.
(9) Company gives one year's warranty on certain components of its
products. The expenses on the warranty as and when incurred are charged
to the Statement of Profit and Loss.
(10) Previous year figures have been rearranged/ regrouped wherever
necessary to make them comparable with the figures of the current year.
Jun 30, 2010
(1) Contingent Liabilities (RS IN Lacs)
PARTICULARS 2009-10 2008-09
a) Claims against the company not
acknowledged as debt. 11.18 11.18
b) Demand on account of sales tax
assessment raised against the company
for the various years but the same is not
acknowledged as debt hence,
not provided for Appeals are pending. 5.33 23.43
(2) Employee Benefits
The Present value of gratuity and leave encashment obligations is
determined based on actuarial valuation using the projected unit credit
method, which recognises each period of service as giving rise to
additional unit of employee benefit entitlement and measures each unit
separately to build up the final obligation.
(3)Leave encashment
As per the policy followed by the company there is no vesting benefit
of leave encashment at the end of the year. Therefore there is no
liability of leave encashment existing at the end of the year.
Accordingly no provision is made for leave encashment.
(4)There are no Micro and Small Enterprises, to whom the company owes
dues, which are outstanding for more than 45 days as at 30th June,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.
(5) In the opinion of the board, Current Assets, Loans and Advances
are approximately , stated at the value, if realised in ordinary course
of business. Provisions for all known liabilities are provided for in
full and the same are adequate and not in excess of the amount
considered as reasonably necessary.
(6) Previous year figures have been rearranged/ regrouped wherever
necessary to make them comparable with the figures of the current year.
Jun 30, 2009
(1) Contingent Liabilities (Rs. In Lacs)
Sr. No. Particulars 2008-09 2007-08
a) Claims against the company not
acknowledged as debt. 11.18 11.15
b) Income-tax Department had raised demand for
A.Y. 2002-03, Company had filed appeal
against the said disputed demand and
penalty which has been now adjudged in
favour of the company (see note below). - 1209.42
c) Demand on account of sales tax assessment raised
against the company for the various years
but the same is not acknowledged as debt
hence, not provided for. *
Appeals are filed against the same and
appellate authority has set aside the impugned
orders and remanded back the matters for
which matter is under progress (see note
below). 23.43 2270.46
Income Tax
At the beginning of the year under review, the contingent liabilities
for income tax demand of Rs.306.45 lacs (A.Y. 2002-03) and the penalty
u/s 271 (1 )(c) of the Income Tax Act for A.Y. 2002-03, amounting to
Rs.902.97 Lacs were shown and appeals for both the demands were pending
before the Income Tax Tribunal. During the year, the appeal for income
tax demand of Rs.306.45 lacs (A.Y. 2002-03) and appeal for penalty u/s
271(1)(c) of the Income Tax Act for (A.Y. 2002-03) for Rs.902.97 Lacs
was disposed off and decided in favor of the company by the Honble
Income Tax Appellate Tribunal. Hence, both the disputed demands have
been reduced from the contingent liabilities for income tax. Further
the Honble BIFR, in its sanctioned scheme has also directed to the
Directorate General of Income Tax to grant various relief & concessions
to the company, which inter alia contain the aforesaid demands for
disputed tax and penalty.
The above said Income tax Tribunal order was also applicable for A.Y.
2003-04 which nullified the demand of Rs.28.64 Lacs for which Company
had made provision in 2007-08 and now same demand has been reversed
against disputed demand of Income Tax of Rs.28.64 Lacs for the year
A.Y. 2003-04
Sales Tax
The Contingent Liabilities for the year under review towards Sales Tax
are Rs.23.43 Lacs,(Previous year Rs.2270.46 Lacs). The disputed Sales
Tax demand of Rs. 2246.57 Lacs (on account of demand of tax Rs. 912.85
lacs, penalty of Rs.676.47 lacs and interest of Rs.657.25 lacs) was
raised by the Sales Tax Department of Gujarat. The Sales Tax Department
of Gujarat had carried out assessments for the F.Y.93-94 to F.Y.95-96,
F.Y.97-98 and F.Y.99-2000 (5 years) and raised a total demand of Rs.
2246.57 Lacs in respect of Central Sales Tax mainly for want of "C"
forms and "F" forms. All the books of accounts and other relevant
records including declarations, "C" Forms, "F" Forms etc. were
completely destroyed due to heavy rain fall in the Ahmedabad city &
Gujarat on 13th July, 2000. The view of Assistant Commissioner of Sales
tax is not tenable as the Honorable Commissioner of Sales tax has
granted administrative relief in the past in cases of such natural or
manmade or accidental calamities like fire or flood etc. The Finance
Secretary of the State of Gujarat has also issued a letter dated
18.10.2005 to the Commissioner of Sales Tax on considering other
available information like F.I.R., Panchnama, Fire Brigade Certificate,
Survey Report of District Collector, Affidavit etc. in case of above
flood as proof of damage, to complete such assessment u/s 41(2) of the
Act by accepting return filed by the assesses. Assessment orders for
the aforesaid five years raising total demand of Rs.2246.57 Lacs were
passed prior to issue of letter dated 18.10.2005 of Finance Secretary,
State of Gujarat. The Honble VAT Tribunal has set aside the impugned
orders and remanded back the matter to the Department to consider the
matter on the merit in line with the relief available under the letter
dated 18.10.2005 from the Finance Department, Gujarat Government
addressed to the Commissioner of Sales Tax. The matter is under
progress.
Further the Honble BIFR, in its sanctioned scheme has also directed
the Government of Gujarat to grant relief to the company to complete
the pending assessments by accepting the returns filed by the company
and without raising further demand. In view of the direction in the
letter dated 18.10.2005 of the Finance Department, Gujarat, Order of
Gujarat VAT Tribunal and Order of Honble BIFR and as legally advised,
neither provision nor contingent liability is required to be made /
shown for disputed demand aggregating to Rs.2246.57 Lacs. Further
during the year, the Gujarat Sales Tax Department has raised demand for
the year 2005-06 for Rs. 8.60 lacs against which appeal preferred by
the company is pending. As legally advised, no provision is required to
be made for disputed demand aggregating to Rs.8.60 Lacs.
During the year under review, Demand of Rs.23.89 Lacs for Cuttuck
Branch, (Orissa) have been quashed and a fresh assessment demand was
reduced by Rs.22.80 Lacs and against balance amount of Rs.1.09 Lacs
company has preferred an Appeal. During the year, there is a fresh
demand of Rs. 13.74 Lacs for various matters for which no provision has
been made.
(2) Bad Debts Recovered
As was explained in the Annual Reports of 2000-01 and 2001-02, the
Company had been dealing with various Regional Distributors since 1989.
Over the years the said distributors had accumulated losses and hence
their outstanding payable to the company kept on mounting. Finally in
2001-02, after taking experts opinion, the company decided to
write-off the amount totaling to Rs.2579.90 Lacs which the distributors
were unable to pay.
However, since the said distributors had an established distribution
network without which the company would have been unable to carry on
its business, the company had to continue business with them, although
on renewed terms of strictly no credit. Over the last five years, in
the process, the company has gradually established its own distribution
network and these distributors have also started making profits. Now,
the company has appointed its own employees throughout the country and
set up its own marketing and service network and has stopped dealing
through the regional distributors. In response to continued efforts by
the company to recover past dues, the distributors have approached the
company to settle their outstanding dues (which the company had
written-off) in an amicable manner. The matter was referred to an
arbitrator and the appointed arbitrator was an Ex. Justice of Gujarat
High Court and Ex. Chairman of MRTP Commission. The arbitration award
was passed on 27th April, 2009. As per the award the Company was to
recover sizeable amount of the disputed dues from Regional Distributors
and accordingly has recovered Rs. 1976.70 Lacs and the same has been
shown as the Income for the year under review and Income Tax liability
has been provided for.
Segment Capital Employed
Assets used in the companys business and liabilities contracted have
not been identified to any of the reportable segments, as they are used
interchangeably between segments, the company believes that it is
currently not practicable to provide segment disclosures relating to
Capital employed.
(3) Subsidiaries
Following are the subsidiaries of the Company
(i) Symphony Aircoolers lnc,USA
(ii) Sylvan Holdings Pte Ltd., Singapore
(11) The company has operating lease from various premises which are
renewable on a periodic basis and cancellable at its option. Rental
expenses for operating lease are charged to Profit and Loss Account for
the year Rs. 27.05 Lacs (Previous year Rs. 19.52 Lacs).
Not later than one year Rs. 27.05 Lacs (Previous year Rs. 19.52 Lacs).
Not later than five year Rs. Nil (Previous year Rs. Nil).
The company does not have any financial lease.
(4) Leave encashment
As per the policy followed by the company there is no vesting benefit
of leave encashment at the end of the year. Therefore there is no
liability of leave encashment existing at the end of the year.
Accordingly no provision is made for leave encashment.
(5) The Company has not provided excise duty of Rs 0.23 lacs (Previous
year Rs 3.55 lacs) on Finished goods lying in the Bonded Store room at
the Factory. However, this transaction has no impact on the result for
the year.
(6) The amount overdue to the suppliers covered under Micro,Small and
Medium Enterprises Development Act,2006 could not be ascertained in
view of insuffcient information from suppliers regarding their status.
(7) In the opinion of the board, Current Assets, Loans and Advances
are approximately , stated at the value, if realised in ordinary course
of business. Provisions for all known liabilities are provided for in
full and the same are adequate and not in excess of the amount
considered as reasonably necessary.
(8) Previous year figures have been rearranged/ regrouped wherever
necessary to make them comparable with the figures of the current year.
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