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A Oneindia Venture

Nifty 25,966.40 +0.58%

22k Gold ₹ 12,300 /gm

Sensex 84,929.36 +0.53%

Nifty 25,966.40 +0.58%

22k Gold ₹ 12,300 /gm

Sensex 84,929.36 +0.53%

Nifty 25,966.40 +0.58%

22k Gold ₹ 12,300 /gm

Notes to Accounts of Xpro India Ltd.

Mar 31, 2025

c) The Company has issued only one class of equity shares having a face value of INR 10 per share. All Equity Shares carry one vote per share without restrictions and are entitled to Dividend, as and when declared. In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the company after distribution of all preferential amounts, if any, in proportion to their respective shareholding. All shares rank equally with regard to the Companyâs residual assets.

f) During the year ended March 31, 2025, the Company has issued Nil bonus shares (previous year ended March 31,2024: 8,20,000 equity shares of INR 10 each as fully paid-up bonus shares in the ratio of one equity share for every two equity shares to warrant holders on conversion of fully paid warrants to equity shares. There have been no other shares which has been issued for a consideration other than cash and no shares bought back by the Company during the period of 5 years immediately preceding the reporting date.

g) There are no options outstanding as at the end of the year.

h) During the previous year, pursuant to a Qualified Institutions Placement (âQIPâ), 13,62,397 fully paid-up equity shares were issued and allotted to 21 subscribers, at INR 1,101 (face value INR 10 plus premium of INR 1,091) per equity share, on February 29, 2024 (refer note 49) increasing the share capital by INR 1,36.24 lacs and the securities premium by INR 1,48,63.75 lacs.

Nature and purpose of reserves

a) Capital subsidy reserve

This represents the profit earned by the Company through a special transaction in the nature of a government subsidy that is not available for distributing dividend.

b) Securities premium

Securities premium is used to record the premium on issue of shares. The reserve is utilised in accordance with provisions of the Companies Act, 2013.

c) General reserve

General reserve is a distributable reserve created by way of transfer from time to time from annual profits. The reserve is utilised in accordance with provisions of the Companies Act, 2013.

d) Retained earnings

Represents the accumulated balances of profits earned over the years after appropriation for general reserves, and adjustments for dividends or other distributions paid to shareholders.

e) Money received against warrants

Represents amount received towards preferential allotment of convertible warrants issued.

a. External Commercial Borrowing (âECBâ) from BpiFrance S.A., in the nature of term loan, outstanding â¬ 11,882,512.84 (excluding transaction cost of â¬ 1,110,518.81) equivalent to INR 10,961.63 lacs (excluding transaction cost of INR 10,18.69 lacs), [previous year: â¬ 2,244,832.84 (excluding transaction cost of â¬ 130,286.53) equivalent to INR 20,57.16 lacs(excluding transaction cost of INR 1,09.93 lacs)], carries annual interest at 3.84% and is repayable in 20 semi-annual instalments, commencing from May 2025, and interest repayment commencing from May 2024 as and when due, and is secured under BpiFrance Assurance Export credit guarantee;

b. There has been no default in servicing of loans and interest due thereon during and as at the end of the year;

c. Interest accrued and not due on above borrowings is INR 147.46 lacs (March 31, 2024: INR 3.26 lacs). (refer note 28)

a. Working Capital loans, repayable on demand, and bearing interest at the rate of between 8.90 to 11.30 % per annum are secured by first charge, ranking pari-passu, in favour of members of the Consortium of Banks, on all current assets of the Company, present and future, and second charge, ranking pari-passu with term lender banks, on the entire fixed assets of the Company, present and future, wherever situated.;

b. Acceptances include arrangements where operational supplies of goods and services are paid by banks on due date which are normally effected within a period of 90 days from the date of transaction.

c. Disclosures with respect to related party transactions is given in note 42.

d. Micro enterprises and small enterprises as defined under the Micro, Small and Medium Enterprises Development Act, 2006 (MSMED Act) have been identified by the Company on the basis of the information available with the Company and the auditors have relied on the same. Disclosure pursuant to MSMED Act on the amount due to micro and small enterprises is given below:

B) Details of Dividends:

Dividend of INR 2.00 per equity share of face value INR 10 each for the financial year ended March 31, 2024, was approved by shareholders at Annual General Meeting held on July 29, 2024 and was paid on August 14, 2024 with a total appropriation of INR 4,40.69 lacs.

The Board of Directors, at its meeting held on May 29, 2025, has recommended for approval by Members at the ensuing Annual General Meeting a dividend of INR 2.00 per fully paid-up equity share of INR 10 each for the financial year ended March 31, 2025, and which, if approved, would result in a cash outflow of INR 4,69.41 lacs (assuming full conversion of outstanding warrants into fully paid equity shares prior to the record date that may be set for the purpose).

39. Employee benefits

a) Defined Contribution Plan

The Company makes contribution towards provident fund, superannuation fund and Employee State Insurance for qualifying employees to government administered /approved funds wherein the Company is required to contribute a specified percentage of payroll cost to the schemes to fund the benefits. The Company has no further obligations beyond the periodic contributions.

The Company recognized INR 1,57.61 lacs (March 31, 2024: INR 1,38.40 lacs) towards provident fund contributions, superannuation fund contribution and ESI contribution in the Standalone Statement of Profit and Loss included in "Employee benefits expense" (note 34).

b) Defined Benefit Plan Gratuity

The Company provides for gratuity as per the Payment of Gratuity Act, 1972 or as per applicable Company rules, whichever is higher. Employees who are in continuous service for a period of 5 years are eligible for gratuity. The Company accounts for the liability for gratuity benefits payable in future based on actuarial valuation

The following table sets out the status of the gratuity plan, based on the actuarial valuation obtained in this respect and the amounts recognised in the Companyâs standalone financial statements as at balance sheet date:

(xi) Company expects to contribute INR 25 lacs (2024-25: INR 5.00 lacs) to the funded plan during the financial year 2025-26. Provident Fund

Provident fund benefits provided under plans wherein contributions are made to an irrevocable trust set up by the Company to manage the investments and distribute the amounts entitled to employees are treated as a defined benefit plan as the Company is obligated to provide the members a rate of return which should, at the minimum, meet the interest rate declared by Government administered provident fund. A part of the Companyâs contribution is transferred to Government administered pension fund. The contributions made by the Company and the shortfall of interest, if any, are recognised as an expense in standalone statement of profit and loss under employee benefits expense.

c) Other long term benefits

The leave obligations cover the Companyâs liability for earned leave. The liability towards compensated absences based on the actuarial valuation carried out by using projected accrued benefit method as reduced by the contribution to the plan assets resulted in a net liability of INR 55.95 lacs as on March 31, 2025 (net liability of INR 4.54 lacs as on March 31, 2024) which have been shown under "Current provisionsâ in the Standalone Financial Statements. Company expects to contribute INR 25 lacs (2024-25: INR 5 lacs) to the funded plan during the financial year 2025-26.

40. Consortium lenders had retained a right to recompense for NPV loss that may have arisen on rescheduling of term loans (without sacrifice) effective April 1, 2016. During the year ended March 31, 2024, consortium lenders exercised their right to recompense, notwithstanding the prepayment of outstanding loans in the previous year, and a sum INR 2,02.00 lacs was demanded and paid. This payment had been disclosed as an exceptional item.

41. a. Contingent liabilities		(In INR lacs)
	Year ended	Year ended
	March 31, 2025	March 31, 2024
Claims against the Company, not acknowledged as debt	39.¹⁸	39.¹⁸
Sales tax, Excise and Customs matters	3,89.23	3,89.23
Goods and service tax (refer note 2 below)	93.21	7².49

probable obligations for past periods while awaiting further directions/clarifications in the matter to assess any potential impact on the Company as no reliable estimate can yet be made.

2) The Company has made claims in respect of mismatch of input tax credit for financial year 2019-20 which are pending before relevant Appellate Authority. The management, based on advise received, expects that the Companyâs position will likely be ultimately upheld and there will be no material adverse effect on the Standalone Financial Statements.

b. Commitments

a) Estimated amount of contracts remaining to be executed on capital account and not provided for in the accounts (net of capital advances): INR 28,15.91 lacs (March 31, 2024: INR 2,56,95.32 lacs)

b) Guarantee issued by the Company on behalf of subsidiary for business purposes: â¬ 23,724,293.40 (equivalent to INR 2,18,85.66 lacs).

c) Prepaid expenses include INR Nil (previous year: INR 8,98.19 lacs) towards unamortised insurance premium on the

drawn and undrawn ECB from BpiFrance S.A. amounting to â¬ 421,211 (previous year: â¬ 1,29,76,862.84) (refer note 22).

B. Terms and conditions of transactions with related parties

The transactions with related parties are made in the ordinary course of business and on terms equivalent to those that prevail in arm''s length transactions. Outstanding balances at the year-end are unsecured and settlement occurs in cash. 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.

D. No balances were outstanding at the end of the current or previous year from/to any of the Related parties, other than as stated above.

E. Related party relationships have been identified by the management and relied upon by the auditors.

43. Segment Information

The Company operates predominantly within a single reportable business segment i.e. Polymers Processing business and mainly in a single geographic segment i.e. India. There are no separate reportable business or geographic segments. The aforesaid is in line with review of performance and allocation of resources by the chief operating decision maker. Revenue of INR 1,38,85.70 lacs (previous year: INR 1,65,24.71 lacs) was derived from one (previous year: two) external customers each accounting for over ten percent of the revenue.

Areas selected from those identified and prescribed under the Companies Act, 2013. The Company has adopted a policy to support duly registered and qualified external bodies including NGOs or Government relief funds including through financial contribution. Activities supported during the current, and previous year, included promoting education/special education, health-care, employment enhancing vocational skills especially among children, women and the differently abled.

vii) The Company does not carry any provisions for CSR expenses for the current year and previous year;

viii) The Company intends to carry forward the excess amount of INR 9.19 lacs spent during the year (2023-24: INR 9.38 lacs).

45. Fair Value Measurement

Financial instrument by category

All financial assets and liabilities viz. trade receivables, security deposits, cash and cash equivalents, bank balances other than cash and cash equivalent, financial guarantee, interest receivable, trade payables, employee related liabilities and short term loans from banks, are measured at amortised cost.

Fair Value hierarchy

Financial assets and financial liabilities measured at fair value in the standalone financial statements are categorised into three levels of a fair value hierarchy. The three levels are defined based on the observability of significant inputs to the measurement, as follows:

Level 1: quoted prices (unadjusted) in active markets for identical financial instruments;

Level 2: inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly;

Level 3: if there are unobservable inputs for the asset or liability, then the instrument is included in level 3.

Valuation process and technique used to determine the fair value

i) Fair value through other comprehensive income

Investment in tax free bonds were valued at fair value which is based on direct and market observable inputs.

ii) Fair value through profit and loss

Investment in equity shares are valued at fair value which is derived on the basis of income approach. In this approach, the discounted cash flow method is used to capture the present value of the expected future economic benefits to be derived from the ownership of these investments.

The management assessed that for current assets including security deposits, loans, cash and cash equivalents, trade receivables, other recoverable and borrowings, trade payables, other current financial liabilities, the fair values approximate their carrying amounts largely due to the short-term maturities of these instruments. The fair value of the financial assets and liabilities is included at the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale.

(i) The Company has repaid all its term loans as on March 31, 2025 except ECB in the nature of term loan carrying fixed interest rate at 3.84% p.a. derived as EURIBOR plus margin (previous year: variable rate facilities which were subject to changes in underlying interest rate indices). The management believes that the carrying rate of interest on this loan is in close approximation from market rates applicable to the Company. Therefore, the management estimates that the fair value of this borrowing is approximate to its respective carrying values

Note: Investment in subsidiary as at the close of year ended March 31, 2025 and March 31, 2024 respectively is carried at cost, per the exemption availed by the Company; hence not considered herein.

The carrying value of the amortised financial assets and liabilities approximate to the fair value on the respective reporting dates.

ii) Risk management

The entityâs activities expose it to market risk, liquidity risk and credit risk. The entity board of directors has overall responsibility for the establishment and oversight of the entityâs risk management framework. "This note explains the sources of risk which the entity is exposed to and how the entity manages the risk and the related impact in the standalone financial statements.

A. Credit Risk

Credit risk is the risk that a counterparty fails to discharge its obligation to the entity. The entityâs exposure to credit risk is influenced mainly by cash and cash equivalents, trade receivables and financial assets measured at amortised cost. The entity continuously monitors defaults of customers and other counterparties and incorporates this information into its credit risk controls.

Credit risk arises from cash and cash equivalents, trade receivables, investment carried at amortised cost and deposits with banks and financial institutions.

Credit risk management Credit risk rating

The entity assesses and manages credit risk of financial assets based on following categories arrived on the basis of assumptions, inputs and factors specific to the class of financial assets:

i) Low credit risk; ii) Moderate credit risk and iii) High credit risk on financial reporting date

Based on business environment in which the entity operates, there have been no defaults on financial assets of the entity by the counterparty.

Assets are written off when there is no reasonable expectation of recovery, such a debtor declaring bankruptcy or a litigation decided against the entity. The entity continues to engage with parties whose balances are written off and attempts to enforce repayment. The entity does not have any of the debts which are recoverable.

Cash and cash equivalents and bank deposits

Credit risk related to cash and cash equivalents and bank deposits is managed by only accepting highly rated banks and diversifying bank deposits and accounts in different banks across the country.

Trade receivables

The Company closely monitors the credit-worthiness of the debtors through internal systems for corporate customers, thereby, limiting the credit risk. The Company assesses increase in credit risk on an ongoing basis for amounts receivable that become past due and default is considered to have occurred when amounts receivables become one year past due.

Plan assets

The Company has taken Group Gratuity Insurance Policy from LIC of India for funding of its employees benefit obligations, LIC of India generally invests in securities of high credit rating.

Other financial assets measured at amortised cost

Other financial assets measured at amortised cost includes loans and advances to employees, security deposit and others. Credit risk related to these other financial assets is managed by monitoring the recoverability of such amounts continuously, while at the same time internal control system in place ensure the amounts are written defined limits.

Expected credit risk losses for financial assets other than trade receivables

Company provides for expected credit losses on loans and advances by assessing individual financial instruments for expectation of any credit losses. Since this category includes loans and receivables of varied natures and purpose, there is no trend that the Company can draw to apply consistently to entire population. For such financial assets, the Companyâs policy is to provide for 12 month expected credit losses upon initial recognition and provides for lifetime expected credit losses upon significant increase in credit risk. The Company does not have any expected loss based impairment recognised on such assets considering their low credit risk nature.

Expected credit loss for trade receivables under simplified approach

The Company recognizes life-time expected credit losses on trade receivables using a simplified approach, wherein Company has defined percentage of provision by analyzing historical trends of default. There have been no significant past due trade receivables as Company receives its significant revenue from selling to major customers directly, wherein there are very low or no chances of non-recoverability. For the rest of operations there were no significant past due receivables.

B. Liquidity Risk

Ultimate responsibility for liquidity risk management rests with the Board of Directors of the Company. The Company manages liquidity risk by maintaining adequate reserves, banking facilities and reserve borrowing facilities, by continuously monitoring forecast and actual cash flows, and by matching the maturity profiles of financial assets and liabilities. Management monitors rolling forecasts of the Companyâs liquidity position and cash and cash equivalents on the basis of expected cash flows.

C. Market Risk

Foreign currency risk

The Company is exposed to foreign exchange risk arising from foreign currency transactions, primarily with respect to the US Dollar and Euro. Foreign exchange risk arises from recognised assets and liabilities denominated in a currency that is not the functional currency of the Company. Considering that part of the borrowings are in foreign currency and also purchases are made in foreign currency, the Companyâs exposure to foreign currency at each reporting date is disclosed herein.

Interest rate risk Liabilities

The Companyâs policy is to minimise interest rate cash flow risk exposures on long-term financing. At March 31, 2025, the Company is exposed to changes in market interest rates through bank borrowings at variable interest rates. The Company''s ECB borrowings and the investments in Fixed Deposits bear fixed interest rates.

Assets

The Company''s fixed deposits are carried at amortised cost and are fixed rate deposits. They are therefore not subject to interest rate risk as defined in Ind AS 107, since neither the carrying amount nor the future cash flows will fluctuate because of a change in market interest rate.

Capital management policies and procedures

For the purpose of the Company''s capital management, capital includes issued equity share capital and all other equity reserves attributable to the equity holders.

The Company''s capital management objectives are

- to ensure the Company''s ability to continue as a going concern

- to provide an adequate return to shareholders

Management assesses the Company''s capital requirements in order to maintain an efficient overall financing structure. This takes into account the subordination levels of the Company''s various classes of debt. The Company manages the capital structure and makes adjustments to it in the light of changes in economic conditions and the risk characteristics of the underlying assets.

47. Leases

a. The Company has adopted Ind AS 116 -âLease'' from April 1, 2019, which resulted in changes in accounting policies in the standalone financial statements.

b. The weighted average lessee''s incremental borrowing rate applied for the lease liabilities is 11.25%.

c. Each lease generally imposes a restriction that, unless there is a contractual right for the Company to sublet the asset to another party, the right-of-use asset can only be used by the Company. Leases are either non-cancellable or may only be cancelled by incurring a substantive termination fee. The Company is prohibited from selling or pledging the underlying leased assets as security. For lease over office building the Company must keep the property in a good condition of repair and return the property in the original condition at the end of the lease.

F. Contract asset is the right to consideration in exchange for goods or services transferred to the customer.

Contract liabilities are on account of the advance payment received from customers for which performance obligation has not yet been completed.

The performance obligation is satisfied when control of the goods or services are transferred to the customers based on the contractual terms. The Company does not have any remaining performance obligation as contracts entered for sale of goods are for a shorter duration. Further, there are no contracts for sale of services wherein, performance obligation is unsatisfied to which transaction price has been allocated.

Payment terms with customers vary depending upon the contractual terms of each contract and generally falls within 120 days from the completion of performance obligation.

49. a) During the previous year, the Company issued and allotted 14,35,750 warrants at a price of INR 975 each, each warrant carrying a right upon being fully paid up within a period of 18 months from date of allotment to subscribe to one equity share of face value INR 10 of the Company (including premium of INR 965 each). (Allotment money - INR 48,99.50 lacs, being 35% of the total warrant price was received in January 2024).

Following exercise of the option on payment of the balance 65% payable on warrants, the Company during the year ended March 31, 2025, issued and allotted 110,000, 50,000, 30,750, and 75,000 equity shares of INR 10 each at a premium of INR 965 per share to Sri Ashish Kacholia, Sri Paulastya Sachdev, M/s Janardhan Trading Co. Limited and M/s Central India General Agents Limited respectively. The net proceeds were utilised for the purposes as stated in the Placement Document with INR 62,41.69 lacs temporarily placed in bank deposits of the Company and its wholly owned subsidiary pending utilisation as at March 31, 2025.

b) During the previous year, the Company issued and allotted 13,62,397 equity shares of INR 1101 per equity share (FV of INR 10 each, including a premium of INR 1091 per equity share) aggregating to INR 149,99.99 lacs by way of Qualified Institutions Placement (''QIP''). The net proceeds were utilised for the purposes as stated in the Placement Document with INR 2,61.83 lacs temporarily placed in bank deposits pending utilisation as at March 31, 2025.

51. Significant events after the reporting period

The Board of Directors in their meeting held on May 29, 2025 has recoimmended a dividend of INR 2.00 per share for the year 2024-25, (March 31, 2024 - INR 2.00 per share) subject to approval by the shareholders at the ensuing Annual General Meeting of the Company; No liability has been recognised as at March 31, 2025 (Nil as at March 31, 2024).

There were no other significant adjusting events that occurred subsequent to the reporting period other than events disclosed in the relevant notes.

52. The Ministry of Corporate Affairs (MCA) has issued a notification "Companies (Accounts) Amendment Rules, 2021â which is effective from April 1, 2023, and 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 new requirement is applicable with effect from the financial year beginning on April 1, 2023.

The Company uses three accounting software for the maintenance of its books of account. During the current financial year, the Company has used an accounting software for maintaining its books of account which does not have a feature of recording audit trail (edit log) facility. Further, the other accounting software used by the Company for maintaining its books of account have feature of audit trail (edit log) facility and the same was enabled at the application level. During the year ended 31 March 2025, the Company has not enabled the feature of recording audit trail (edit log) at the database level for the said accounting software to log any direct data changes.

The audit trail has been preserved by the Company as per the statutory requirements for record retention from the date the audit trail was enabled for the accounting software.

53. During the previous year, Company acquired, for INR 135.75 lacs, 26% of the issued equity share capital of TP Mercury Limited to source solar power through open access under the Group Captive Scheme for the Companyâs Ranjangaon unit. The investment has been accounted as a financial asset measured at fair value through profit and loss in accordance with IND AS 109.

The supply of lower cost solar energy by TP Mercury Limited has commenced from October 1, 2024.

54. A wholly-owned subsidiary, âXpro Dielectric Films FZ-LLCâ, has been incorporated on May 21, 2024, as a Limited Liability Company in the Free (trade) Zone, in the emirate of Ras al Khaimah, UAE (âRAKâ).

The Company on behalf of its subsidiary has issued Corporate Guarantee in favour of Ausfuhrkredit-Gesellschaft mbH (âAKAâ) Bank for providing ECB, taken for the purpose of capital expenditure amounting Euro 23,724,293.40 (equivalent INR 2,18,85.66 lacs). As per Ind AS 109 âFinancial Instrumentsâ, the present value of cost of financial guarantee amounting to INR 14,77.62 lacs has been recognised as part of investment in the subsidiary company.

55. Information on details of loans, guarantees and investments under section 186 of the Act read with Companies (Meetings of Board and its Powers) Rules, 2014

a. Details of investments made are given in note 8.

b. Corporate guarantees issued for the loan taken by the subsidiary company and outstanding in accordance with Section 186 of the Act read with rules issued thereunder:

56. Additional Regulatory Information:

a) There are no immovable properties where the title deeds are not held in the name of the Company (other than properties where the Company is the lessee and the lease agreements are duly executed in favour of the Company);

b) There are no loans or advances in the nature of loans granted to promoters, directors, KMPs and related parties, either severally or jointly with another person, that are (i) repayable on demand or (ii) without specifying any terms or period of repayment;

c) The Company does not have any Benami property, and no proceedings have been initiated or is pending against the Company for holding any Benami property under the Benami Transactions (Prohibition) Act, 1988;

d) The Company has been regular in filling quarterly returns or statements of current assets with banks and those are in agreement with the books of accounts;

e) The Company has not been declared a wilful defaulter by any bank or financial institution;

f) The Company has no transactions with companies struck off under Sec.248 of the Companies Act, 2013 or Sec. 560 of the Companies Act, 1956;

g) The Company does not have any charges or satisfaction yet to be registered with ROC beyond the statutory period;

h) The Company has not traded or invested in Crypto currency or Virtual Currency during the financial year;

i) The company has complied with the number of layers prescribed under clause (87) of section 2 of the Act read with Companies (Restriction on number of Layers) Rules, 2017;

j) The Company has adopted cost model for its property, plant and equipment (including right-of-use assets) or intangible assets or both during the current or previous year.

k) The Company does not have any scheme of arrangement which needs to be accounted for in the books of accounts of the Company;

l) The Company has not advanced, loaned or invested funds to any other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding that the Intermediary shall (i) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company or (ii) provide any guarantee, security or the like to or on behalf of the Company;

m) The Company has not received any funds from any person(s) or entity(ies), including foreign entities with the understanding (whether recorded in writing or otherwise) that the Company shall (i) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company or (ii) provide any guarantee, security or the like to or on behalf of the Company;

n) The Company does not have any such transaction which is not recorded in the books of accounts that has been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (such as, search or survey or any other relevant provisions of the Income Tax Act, 1961.

57. The Indian Parliament has approved the Code on Social Security, 2020 which would impact the contributions by the company towards Provident Fund and Gratuity. The Ministry of Labour and Employment had released draft rules for the Code on Social Security, 2020 on November 13, 2020, and invited suggestions from stakeholders which are under consideration by the Ministry. The Company will assess the impact and its evaluation once the subject rules are notified. The Company will give appropriate impact in its standalone financial statements in the period in which, the Code becomes effective and the related rules to determine the financial impact are published.

58. Previous period''s figures have been regrouped/reclassified wherever necessary to correspond with the current period''s classification/disclosure. Reclassification were due to changes in presentation/classification of items under paragraph 41 of IND AS 1. The impact of such regrouping/reclassification are not material to standalone financial statements.

59. The audited standalone financial results along with the report thereon are also available on the Company''s website www.xproindia.com and on the websites of BSE (www.bseindia.com) and NSE (www.nseindia.com).

60. The standalone financial statements were approved for issue by the Board of Directors at their meeting held at New Delhi on May 29, 2025.

Mar 31, 2024

The aggregate amount of investment in bonds at purchase price is INR 5,10.98 lacs (March 31, 2023: INR 5,10.98 lacs)

The Company designated the investments shown above as debt instruments as FVTOCI because these debt instruments represent investments which are long term in nature and the Company intends to hold these investments till maturity.

1) Capital commitment:

a) Estimated amount of contracts remaining to be executed on capital account and not provided for in the accounts (net of capital advances): INR 2,56,95.32 lacs (March 31, 2023: INR 2,55,03.70 lacs)

b) Unpaid portion of subscribed equity capital in subsidiary: INR 47.50 lacs (March 31, 2023: INR 47.50 lacs)

2) Prepaid expenses include INR 898.19 lacs towards unamortised insurance premium on the drawn and undrawn external commercial borrowing from BpiFrance S.A., amounting to EURO 1,29,76,862.84.

Balance with statutory authorities represents goods and services tax (earlier service tax) paid on inputs (earlier input and services) availed by the Company and eligible for utilization towards discharge of goods and services tax (earlier service tax liability) in respect of services rendered by the Company. The Company expects the utilization of outstanding balances as at each date of standalone financial statements within twelve months thereof.

a) Share Capital Suspense comprises of 12 equity shares pending to be allotted as fully paid up to some non-resident equity shareholders without payment being received in cash in terms of Regulation 7 of Notification No. FEMA 20/2000 RB of May 3, 2000 (as amended) and 1 equity share of INR 10 pending to be allotted as fully paid to a non-resident share holder by way of bonus share in terms of RBI regulations.

c) Terms/rights attached to equity shares

The Company has issued only one class of equity shares having a face value of INR 10 per share. All Equity Shares carry one vote per share without restrictions and are entitled to Dividend, as and when declared. In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the company after distribution of all preferential amounts, if any, in proportion to their respective shareholding. All shares rank equally with regard to the Companyâs residual assets.

f) During the year ended March 31, 2024, the Company issued and allotted 8,20,000 equity shares of INR 10 each as fully paid-up bonus shares in the ratio of one equity share for every two equity shares to warrant holders on conversion of fully paid warrants to equity shares (previous year ended March 31, 2023: (a) 59,06,744 equity shares of INR 10 each as fully paid-up bonus shares in the ratio of one equity share for every two equity shares outstanding on record date, and (b) 1,64,000 equity shares of INR 10 each as fully paid-up bonus shares in the ratio of one equity share for every two equity shares to warrant holders on conversion of fully paid warrants to equity shares). There have been no other shares which has been issued for a consideration other than cash and no shares bought back by the Company during the period of 5 years immediately preceding the reporting date.

g) There are no options outstanding as at the end of the year.

h) Pursuant to a Qualified Institutions Placement (âQIPâ), 13,62,397 fully paid-up equity shares were issued and allotted to 21 subscribers, at INR 1,101 (face value INR 10 plus premium of INR 1,091) per equity share, on February 29, 2024 (refer note 49) increasing the share capital by INR 1,36.24 lacs and the securities premium by INR 1,48,63.75 lacs.

Nature and purpose of reserves

a) Capital subsidy reserve

This represents the profit earned by the Company through a special transaction in the nature of a government subsidy that is not available for distributing dividend.

b) Securities premium

Securities premium is used to record the premium on issue of shares. The reserve is utilised in accordance with provisions of the Companies Act, 2013.

c) General reserve

General reserve is a distributable reserve created by way of transfer from time to time from annual profits. The reserve is utilised in accordance with provisions of the Companies Act, 2013.

d) Retained earnings

Represents the accumulated balances of profits earned over the years after appropriation for general reserves, and adjustments for dividends or other distributions paid to shareholders.

e) Money received against warrants

Represents amount received towards preferential allotment of convertible warrants issued.

a. Working Capital Term Loan from State Bank of India, under Guaranteed Emergency Credit Line 2.0 (GECL2.0) scheme, outstanding Nil (previous year: INR 11,00.90 lacs), carried interest linked to the bankâs MCLR, was repayable in (i) 47 monthly instalments of INR 33.33 lacs each starting from January 2022 & (ii) last instalment of INR 33.49 lacs in December 2025 and was secured by extension of second charge over the existing primary and collateral securities including mortgages created in favour of the Consortium banks on pari-passu basis and covered under guarantee coverage from National Credit Guarantee Trustee Company Ltd (NCGTC). The said loan has been repaid during the year.

b. Working Capital Term. Loan from Punjab National Bank, under GECL2.0 scheme, outstanding Nil (previous year: INR 1,40.62 lacs), carried interest linked to the bankâs MCLR, was repayable in (i) 35 monthly instalments of INR 6.38 lacs each commencing from February 2022 & (ii) last instalment of INR 6.70 lacs in January 2025 and was secured by extension of second charge over the existing primary and collateral securities including mortgages created in favour of the Consortium banks on pari-passu basis and covered under guarantee coverage from NCGTC. The said loan has been repaid during the year.

c. Working Capital Term Loan from Indian Bank, under GECL2.0 scheme, outstanding Nil (previous year: INR 2,89.67 lacs), carried interest linked to the bankâs MCLR, was repayable in 48 monthly instalments of INR 8.96 lacs each starting from April 2022 and was secured by extension of second charge over the existing primary and collateral securities including mortgages created in favour of the Consortium banks on pari-passu basis and covered under guarantee coverage from NCGTC. The said loan has been repaid during the year.

d. The above-mentioned term loans carried interest rate between 7.9 to 12 % per annum (previous year: 7.9 to 12 %).

e. External Commercial Borrowing (âECBâ) from BpiFrance S.A., in the nature of term loan, outstanding â¬ 2,244,832.84 (excluding transaction cost of â¬ 130,286.53), equivalent to INR 20,57.16 lacs (excluding transaction cost INR 109.04 lacs ), (previous year: Nil), carries annual interest at 3.845% and is repayable in 20 semi-annual instalments, commencing from May 2025, with interest, commencing from May 2024 as and when due, and is secured under BpiFrance Assurance Export credit guarantee;

f. Vehicle Loan of Nil (previous year: INR 29.98 lacs) carried interest at between 7 to 7.8 % per annum was repayable in 36 monthly instalment(s) commencing from date of disbursement, and was secured by hypothecation of specified vehicles. The said loan has been repaid during the year.

g. There has been no default in servicing of loans and interest due thereon during and as at the end of the year;

h. Pledge of 15% of promoters equity shareholding in the Company to further secure loans to the Company from Indian banks have been released by the banks;

i. Interest accrued and not due on above borrowings is Nil (March 31, 2023: INR 2.12 lacs).

a) Working Capital loans, repayable on demand, and bearing interest at the rate of between 8.75 to 10.75 % per annum are secured by first charge, ranking pari-passu, in favour of members of the Consortium of Banks, on all current assets of the Company, present and future, and second charge, ranking pari-passu with term lender banks, on the entire fixed assets of the Company, present and future, wherever situated.

b) There has been no default in servicing of loans and interest payable thereon during and as at the end of the year.

a) Trade payables are non-interest bearing and are normally settled within 90 days except for payments to MSME which are settled within 45 days. Refer note 46 for information on the Companyâs credit risk management processes.

b) Acceptances include arrangements where operational supplies of goods and services are paid by banks on due date which are normally effected within a period of 90 days from the date of transaction.

c) Disclosures with respect to related party transactions is given in note 42.

d) Micro enterprises and small enterprises as defined under the Micro, Small and Medium Enterprises Development Act, 2006 (MSMED Act) have been identified by the Company on the basis of the information available with the Company and the auditors have relied on the same. Disclosure pursuant to MSMED Act on the amount due to micro and small enterprises is given below:

B) Details of Dividends:

Dividend of INR 2 per equity share of face value INR 10 each for the financial year ended March 31, 2023, was approved by shareholders at Annual General Meeting held on August 10, 2023 and was paid on August 22, 2023 with a total appropriation of INR 4,13.44 lacs.

The Board of Directors, at its meeting held on May 28, 2024, has recommended for approval by Members at the ensuing Annual General Meeting a dividend of INR 2 per fully paid-up equity share of INR 10 each for the financial year ended March 31, 2024, and which, if approved, would result in a cash outflow of INR 4,40.69 lacs.

39. Employee benefits

a) Defined Contribution Plan

The Company makes contribution towards provident fund and ESI for qualifying employees to government administered /approved funds wherein the Company is required to contribute a specified percentage of payroll cost to the schemes to fund the benefits. The Company has no further obligations beyond the periodic contributions.

The Company recognized INR 138.40 lacs (March 31, 2023: INR 98.04 lacs) towards provident fund contributions and ESI contribution in the Standalone Statement of Profit and Loss included in "Employee benefits expense" (note 34).

b) Defined Benefit Plan Gratuity

Gratuity is payable to the employees on death or resignation or on retirement at the attainment of superannuation age. To provide for these eventualities, the Actuary has used Indian Assured Lives Mortality (2012-14) Ultimate table.

These assumptions were developed by management with the assistance of independent actuarial appraisers. Discount factors are determined close to each year end by reference to government bonds of relevant economic markets and that have terms to maturity approximating to the terms of the related obligation. Other assumptions are based on managementâs historical experience.

(xi) The Company expects to contribute INR 50 lacs (2023-24: INR 1.75 lacs) to the funded plan during the financial year 2024-25. Provident Fund

C. Other long term benefits:

The leave obligations cover the Companyâs liability for earned leave. The liability towards compensated absences based on the actuarial valuation carried out by using projected accrued benefit method as reduced by the contribution to the plan assets resulted in a net liability of INR 4.54 lacs as on March 31, 2024 (net asset of INR 21.34 lacs as on March 31, 2023) which have been shown under âCurrent provisionsâ (March 31, 2023: âOther current assetsâ) in the Standalone Financial Statements.

40. Consortium lenders had retained a right to recompense for NPV loss that may have arisen on rescheduling of term loans (without sacrifice) effective April 1, 2016. During the year ended March 31, 2024, consortium banks exercised their right to recompense, notwithstanding the prepayment of outstanding loans in the previous year, and a sum of INR 202.00 lakhs was demanded and paid during the year. This payment has been disclosed as an exceptional item.

41. Contingent liabilities		(INR lacs)
	As at	As at
	March 31,2024	March 31,2023
Claims against the Company, not acknowledged as debt	2.50	2.50
Sales tax, Excise and Customs matters	4,61.72	3,89.24
Others (claims not acknowledged as debt)	36.68	36.68

Note: The Hon''ble Supreme Court had in its judgement in February 2019 opined on the applicability of allowances that should be considered as forming part of basic wages for computing provident fund contribution. Management believes that there are interpretative challenges in the application of the judgement retrospectively and therefore has not considered any probable obligations for past periods while awaiting further directions/clarifications in the matter to assess any potential impact on the Company as no reliable estimate can yet be made.

B. Terms and conditions of transactions with related parties

E. Related party relationships have been identified by the management and relied upon by the auditors.

43. Segment Information

Revenue of INR 1,65,24.71 lacs (previous year: INR 1,73,54.77 lacs) was derived from two external customers each accounting for over ten percent of the revenue.

Areas selected from those identified and prescribed under the Companies Act, 2013. The Company has adopted a policy to support duly registered and qualified external bodies including NGOs or Government relief funds including through financial contribution. Activities supported during the current, and previous year, included promoting education/ special education, health-care, employment enhancing vocational skills especially among children, women and the differently abled.

vii) The Company does not carry any provisions for CSR expenses for the current year and previous year;

viii) The Company intends to carry forward the excess amount of INR 9.38 lacs spent during the year (2022-23: INR 17.46 lacs);

45. Fair Value Measurement

Financial instrument by category

All financial assets and liabilities viz. trade receivables, security deposits, cash and cash equivalents, bank balances other than cash and cash equivalent, interest receivable, trade payables, employee related liabilities and short term loans from banks, are measured at amortised cost.

Fair Value hierarchy

Financial assets and financial liabilities measured at fair value in the standalone financial statements are categorised into three Levels of a fair value hierarchy. The three levels are defined based on the observability of significant inputs to the measurement, as follows:

Level 1: quoted prices (unadjusted) in active markets for identical financial instruments;

Level 2: inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly;

Level 3: if there are unobservable inputs for the asset or liability, then the instrument is included in level 3.

Valuation process and technique used to determine the fair value

i) Fair value through other comprehensive income

Investment in tax free bonds are valued at fair value which is based on direct and market observable inputs

ii) Fair value through profit and loss

(i) The Company has repaid all its term loans as on March 31, 2024 except ECB in the nature of term loan carrying fixed interest rate at 3.84% p.a. derived as EURIBOR plus margin (previous year: variable rate facilities which were subject to changes in underlying interest rate indices). The management believes that the carrying rate of interest on these loans are in close approximation from market rates applicable to the Company. Therefore, the management estimates that the fair value of these borrowings are approximate to their respective carrying values.

Note: Investment in subsidiary as at the close of year ended March 31, 2024 and March 31, 2023 respectively is carried at cost, per the exemption availed by the Company; hence not considered herein.

The carrying value of the amortised financial assets and liabilities approximate to the fair value on the respective reporting dates. ii) Risk management

The entityâs activities expose it to market risk, liquidity risk and credit risk. The entity board of directors has overall responsibility for the establishment and oversight of the entityâs risk management framework. âThis note explains the sources of risk which the entity is exposed to and how the entity manages the risk and the related impact in the standalone financial statements.

A. Credit risk

Credit risk arises from cash and cash equivalents, trade receivables, investment carried at amortised cost and deposits with banks and financial institutions.

Credit risk management Credit risk rating

The entity assesses and manages credit risk of financial assets based on following categories arrived on the basis of assumptions, inputs and factors specific to the class of financial assets:

i) Low credit risk; ii) Moderate credit risk and iii) High credit risk on financial reporting date

Based on business environment in which the entity operates, there have been no defaults on financial assets of the entity by the counterparty.

Cash and cash equivalents and bank deposits

Credit risk related to cash and cash equivalents and bank deposits is managed by only accepting highly rated banks and diversifying bank deposits and accounts in different banks across the country.

Trade receivables

Plan assets

The Company has taken Group Gratuity Insurance Policy from LIC of India for funding of its employees benefit obligations, LIC of India generally invests in securities of high credit rating

Other financial assets measured at amortised cost

Expected credit risk losses for financial assets other than trade receivables

Expected credit loss for trade receivables under simplified approach

The Company recognizes life-time expected credit losses on trade receivables using a simplified approach, wherein Company has defined percentage of provision by analyzing historical trends of default. There have been no significant past due trade receivables as Company receives its significant revenue from selling to major customers directly, wherein there are very low or no chances of non-recoverabilitv. For the rest of operations there were no significant past due receivables.

B. Liquidity Risk

Maturities of financial liabilities

The tables below analyse the Companyâs financial liabilities into relevant groupings based on their contractual maturities for all non-derivative financial liabilities.

The amounts disclosed in the table are the contractual discounted cash flows. Balances due within 12 months equal their carrying balances as the impact of discounting is not significant.

C. Market risk

Foreign currency risk

Interest rate risk Liabilities

The Companyâs policy is to minimise interest rate cash flow risk exposures on long-term financing. At March 31, 2024, the Company is exposed to changes in market interest rates through bank borrowings at variable interest rates. The Companyâs ECB borrowings and the investments in Fixed Deposits bear fixed interest rates.

Assets

The Companyâs fixed deposits are carried at amortised cost and are fixed rate deposits. They are therefore not subject to interest rate risk as defined in Ind AS 107, since neither the carrying amount nor the future cash flows will fluctuate because of a change in market interest rate.

Capital management policies and procedures

For the purpose of the Companyâs capital management, capital includes issued equity share capital and all other equity reserves attributable to the equity holders.

The Companyâs capital management objectives are

- to ensure the Companyâs ability to continue as a going concern

- to provide an adequate return to shareholders

Management assesses the Companyâs capital requirements in order to maintain an efficient overall financing structure. This takes into account the subordination levels of the Companyâs various classes of debt. The Company manages the capital structure and makes adjustments to it in the light of changes in economic conditions and the risk characteristics of the underlying assets.

47. Leases

a. The Company has adopted Ind AS 116 -âLeaseâ from April 1, 2019, which resulted in changes in accounting policies in the standalone financial statements.

b. Practical expedients applied

The Company has used the practical expedients permitted by the standard:

- applying a single discount rate to a portfolio of leases with reasonably similar characteristics

- accounting for operating leases with a remaining lease term of less than 12 months as at April 1, 2019 as short-term leases.

c. The weighted average lesseeâs incremental borrowing rate applied for the lease liabilities is 11.25%.

d. Each lease generally imposes a restriction that, unless there is a contractual right for the Company to sublet the asset to another party, the right-of-use asset can only be used by the Company. Leases are either non-cancellable or may only be cancelled by incurring a substantive termination fee. The Company is prohibited from selling or pledging the underlying leased assets as security. For lease over office building the Company must keep the property in a good condition of repair and return the property in the original condition at the end of the lease.

E. Contract asset is the right to consideration in exchange for goods or services transferred to the customer.

Contract liabilities are on account of the advance payment received from customers for which performance obligation has not yet been completed.

Payment terms with customers vary depending upon the contractual terms of each contract and generally falls within 120 days from the completion of performance obligation.

49. a) Pursuant to the special resolution passed at the Extraordinary General Meeting held on December 29, 2021, and relevant regulatory provisions, the Company issued and allotted on January 11, 2022 by way of preferential allotment 19,68,000 warrants at a price of INR 762 each, each warrant carrying a right upon being fully paid-up within a period of 18 months from date of allotment to subscribe to one equity share of face value INR10 of the Company (including premium of INR 752 each). The Company received allotment money of INR 37,49.04 lacs, being 25% of the total warrant price in 2021-22. Promoter group warrant holders, holding 3,28,000 warrants exercised their option in full on payment of the balance 75% (INR 18,74.52 lacs) during 2022-23. Other warrant holders exercised their option in full on payment of the balance 75% (INR 93,72.60 lacs) during the year. As per the offer letter, the issue proceeds may be utilized for growth capital and expansion/ diversification requirements (whether organic or inorganic), to meet capital expenditure, to reduce borrowings, to enhance long-term resources and strengthen the financial structure, for meeting working capital requirements and for other general corporate purposes and purposes permitted by applicable laws. The proceeds of the said issue are being utilized for the purposes stated.

b) Pursuant to the special resolution passed at the Extraordinary General Meeting held on January 16, 2024, and relevant regulatory provisions, the Company issued and allotted on January 29, 2024 by way of preferential allotment 14,35,750 warrants at a price of INR 975 each, each warrant carrying a right upon being fully paid-up within a period of 18 months from date of allotment to subscribe to one equity share of face value INR10 of the Company (including premium of INR 965 each). The Company received allotment money of INR 48,99.50 lacs, being 35% of the total warrant price during the year. As per the offer letter, the issue proceeds may be utilized for Capital expenditure for expansion of capacity by adding new manufacturing lines for Dielectric and other technical grades of biaxially oriented polypropylene film, at the existing location in Barjora, West Bengal and in UAE directly or through subsidiary, including upgradation of the existing facilities, Working Capital of the Company and its subsidiaries and for other general corporate purposes and purposes permitted by applicable laws. The proceeds of the said issue are being utilized for the purposes stated.

c) Pursuant to the special resolution passed at the Extraordinary General Meeting held on January 16, 2024, and relevant regulatory provisions, the Company issued and allotted by way of a Qualified Institutions Placement (âQIPâ), 13,62,397 fully paid-up equity shares to 21 subscribers, at INR 1,101 (face value INR 10 plus premium of INR 1,091) per equity share, on February 29, 2024. Issue expenses of INR 5,53.42 lacs have been adjusted with securities premium account. In terms of the offer documents, the issue proceeds may be utilized for Capital expenditure for equipment and machinery, pre-payment of outstanding borrowings, Working Capital, towards ERP system, and for other general corporate purposes. The proceeds of the said issue are being utilized for the purposes stated.

50. The management decided, during the year ended March 31, 2019, to sell or otherwise dispose non-core asset being Biax Division Unit 1, located at Barjora, Dist. Bankura, West Bengal, and subsequently obtained necessary shareholder approval. Accordingly, in terms of Ind AS 105 Non-current assets held for sale and discontinuing operations, the property, plant and equipment situated at Unit 1 Barjora were presented as âAssets held for saleâ separately from other assets in the balance sheet. The sale/business transfer was completed on October 20, 2022 at a consideration of INR 678 lacs for fixed assets. Accounting for the transaction resulted in an increase of other income by INR 85.75 lacs during the previous year ended March 31, 2023.

52. Significant events after the reporting period

The Board of Directors has recommended a dividend of INR 2.00 per share for the year 2023-24, (March 31, 2023 - INR 2.00 per share) subject to approval by the shareholders at the ensuing Annual General Meeting of the Company; No liability has been recognised as at March 31, 2024 (Nil as at March 31, 2023).

There were no other significant adjusting events that occurred subsequent to the reporting period other than events disclosed in the relevant notes.

53. The Ministry of Corporate Affairs (MCA) has issued a notification âCompanies (Accounts) Amendment Rules, 2021â which is

effective from April 1, 2023, and 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 new requirement is applicable with effect from the financial year beginning on April 1, 2023.

The Company uses two accounting software for the maintenance of its books of account. During the current financial year, the audit trail (edit log) feature for any direct changes made at the database level was not enabled for one of the accounting software used for the maintenance of accounting records by the Company . However, the audit trail (edit log) at the application level (entered from the frontend by users) for the accounting software were operating for all relevant transactions recorded in the software.

Further, for another accounting software, the feature of recording audit trail (edit log) facility was enabled and the same has been operated throughout the year for all relevant transactions recorded in the software. However, the software did not capture the details of user id at the time of entering new record and in case of subsequent edits for the period April 1 to September 4, 2023.

54. During the current year, the Company acquired 26% of the issued equity share capital of TP Mercury Limited (a special purpose vehicle for sourcing of solar power through open access for the Company''s Ranjangaon Unit under the Group Captive Scheme) for INR 135.75 lacs pursuant to the Share Purchase Agreement dated September 13, 2023 with Tata Power Renewable Energy Limited and TP Mercury Limited). The Company is entitled to receive back face value of the amount invested at the end of the term of agreement and accordingly this investment is accounted as a financial asset measured at fair value through profit and loss in accordance with IND AS 109.

5 5. Additional Regulatory Information:

a. There are no immovable properties where the title deeds are not held in the name of the Company (other than properties where the Company is the lessee and the lease agreements are duly executed in favour of the Company);

b. There are no loans or advances in the nature of loans granted to promoters, directors, KMPs and related parties, either severally or jointly with another person, that are (i) repayable on demand or (ii) without specifying any terms or period of repayment;

c. The Company does not have any Benami property, and no proceedings have been initiated or is pending against the Company for holding any Benami property under the Benami Transactions (Prohibition) Act, 1988;

d. The Company has been regular in filling quarterly returns or statements of current assets with banks and those are in agreement with the books of accounts;

e. The Company has not been declared a wilful defaulter by any bank or financial institution;

f. The Company has no transactions with companies struck off under Sec.248 of the Companies Act, 2013 or Sec. 560 of the Companies Act, 1956;

g. The Company does not have any charges or satisfaction yet to be registered with ROC beyond the statutory period;

h. The Company has not traded or invested in Crypto currency or Virtual Currency during the financial year;

i. The company has complied with the number of layers prescribed under clause (87) of section 2 of the Act read with Companies (Restriction on number of Layers) Rules, 2017;

j. The Company has not revalued its property, plant and equipment (including right-of-use assets) or intangible assets or both during the current or previous year.

k. The Company does not have any scheme of arrangement which needs to be accounted for in the books of accounts of the Company;

l. The Company has not advanced, loaned or invested funds to any other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding that the Intermediary shall (i) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company or (ii) provide any guarantee, security or the like to or on behalf of the Company;

m. The Company has not received any funds from any person(s) or entity(ies), including foreign entities with the understanding (whether recorded in writing or otherwise) that the Company shall (i) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company or (ii) provide any guarantee, security or the like to or on behalf of the Company;

n. The Company does not have any such transaction which is not recorded in the books of accounts that has been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (such as, search or survey or any other relevant provisions of the Income Tax Act, 1961.

56. The Indian Parliament has approved the Code on Social Security, 2020 which would impact the contributions by the company towards Provident Fund and Gratuity. The Ministry of Labour and Employment had released draft rules for the Code on Social Security, 2020 on November 13, 2020, and invited suggestions from stakeholders which are under consideration by the Ministry. The Company will assess the impact and its evaluation once the subject rules are notified. The Company will give appropriate impact in its standalone financial statements in the period in which, the Code becomes effective and the related rules to determine the financial impact are published.

57. Previous period''s figures have been regrouped/reclassified wherever necessary to correspond with the current period''s classification/disclosure. Reclassification were due to changes in presentation/classification of items under paragraph 41 of IND AS 1. The impact of such regrouping/reclassification are not material to standalone financial statements.

58. The audited standalone financial results along with the report thereon are also available on the Company''s website www.xproindia.com and on the websites of BSE (www.bseindia.com) and NSE (www.nseindia.com).

59. The standalone financial statements were approved for issue by the Board of Directors at their meeting held at New Delhi on

May 28, 2024.

Mar 31, 2023

g. Provisions, Contingent Liabilities, Contingent assets and Commitments

A provision is recognised if, as a result of a past event, the Company has a present legal or constructive obligation that can be estimated reliably, and it is probable that an outflow of economic benefits will be required to settle the obligation. If the effect of the time value of money is material, provisions are determined by discounting the expected future cash flows at a pre-tax rate that reflects current market assessments of the time value of money and the risks specific to the liability. When discounting is used, the increase in the provision due to the passage of time is recognised as a finance cost.

The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at reporting date, taking into account the risks and uncertainties surrounding the obligation. When some or all of the economic benefits required to settle a provision are expected to be recovered from a third party, the receivable is recognised as an asset if it is virtually certain that reimbursement will be received and the amount of the receivable can be measured reliably. The expense relating to a provision is presented in the standalone statement of profit and loss net of any reimbursement.

Contingent liabilities are possible obligations that arise from past events and whose existence will only be confirmed by the occurrence or non-occurrence of one or more future events not wholly within the control of the Company. Where it is not probable that an outflow of economic benefits will be required, or the amount cannot be estimated reliably, the obligation is disclosed as a contingent liability, unless the probability of outflow of economic benefits is remote. Contingent liabilities are disclosed on the basis of judgment of the management/independent experts. These are reviewed at each balance sheet date and are adjusted to reflect the current management estimate.

Contingent Assets are neither recognised nor disclosed in the standalone financial statements.

h. Government grants

Government grants and subsidies are recognised when there is reasonable assurance that the Company will comply with the conditions attached to them and ultimate collection of the grant/subsidy is reasonably certain. Grants that compensate the Company for expenses incurred are recognised in profit or loss as other operating revenues on a systematic basis in the periods in which such expenses are recognised.

i. Trade Receivables

Trade receivables are amounts due from customers for goods sold or services performed in the ordinary course of business and reflects Companyâs unconditional right to consideration (that is, payment is due only on the passage of time). T rade receivables are recognised initially at the transaction price as they do not contain significant financing components. The Company holds the trade receivables with the objective of collecting the contractual cash flows and therefore measures them subsequently at amortised cost using the effective interest method, less loss allowance.

j. Cash and cash equivalents

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.

k. Foreign currency transactions and translation

Transactions in foreign currencies are initially recorded in the reporting currency, by applying to the foreign currency amount the exchange rate between the reporting currency and the foreign currency at the date the transaction first qualifies for recognition. Foreign currency monetary items are reported using the closing rate. Non-monetary items which are carried in terms of historical cost denominated in a foreign currency are reported using the exchange rate at the date of the transaction.

Exchange differences arising on the settlement of short-term monetary items or on restatement of the Companyâs monetary items at rates different from those at which they were initially recorded during the year, or reported in previous standalone financial statements, are recognised as income or as expenses in the year in which they arise. Exchange differences pertaining to long-term foreign currency monetary items used for acquisition of depreciable property, plant and equipment are added to the cost of property, plant and equipment and depreciated over the remaining life of the respective property, plant and equipment.

The Company uses derivative financial instruments, such as forward currency contracts to hedge its foreign currency risks in respect of its imports and exports. Such derivative financial instruments are initially recognised at fair value on the date on which a derivative contract is entered into and are subsequently re-measured at fair value. Derivatives are carried as financial assets when the fair value is positive and as financial liabilities when the fair value is negative. Any gains or losses arising from changes in the fair value of derivatives are taken to standalone statement of profit and loss.

l. Revenue recognition

Sale of Goods: Revenue from sale of products are recognised at a point of time when control of products is transferred i.e. on dispatch of goods and are accounted for net of returns, trade discounts and volume rebates.

Sales value is net of discounts, rebates and freight outward (on external sales) and are exclusive of goods and service tax.

The Company considers the terms of the contract and its customary business practices to determine the transaction price. The transaction price is the amount of consideration to which the Company expects to be entitled in exchange for transferring promised goods to a customer, excluding amounts collected on behalf of third parties (for example, indirect taxes). No element of financing is deemed present as the sales are largely made with credit term of not more one year.

The transaction price is allocated by the Company to each performance obligation (or distinct good or service) in an amount that depicts the amount of consideration to which it expects to be entitled in exchange for transferring the promised goods or services to the customer.

For each performance obligation identified, the Company determines at contract inception whether it satisfies the performance obligation over time or satisfies the performance obligation at a point in time. If an entity does not satisfy a performance obligation over time, the performance obligation is satisfied at a point in time. A receivable is recognised when the goods are delivered as this is the case of point in time recognition where consideration is unconditional because only the passage of time is required.

When either party to a contract has performed, an entity shall present the contract in the balance sheet as a contract asset or a contract liability, depending on the relationship between the entityâs performance and the customerâs payment.

Sale of Services: Revenue from job work services and management consultancy services are recognized based on the services rendered in accordance with the terms of contracts.

Dividend Income: Dividend Income is recognized when the Companyâs right to receive is established which generally occurs when the shareholders approve the dividend.

Interest Income: Interest income from a financial asset is recognized when it is probable that the economic benefit will flow to the Company and the amount of income can be measured reliably. Interest income is accrued on a time basis, by reference to the principal outstanding and the interest rate applicable, which is the rate that exactly discounts estimated future cash receipts through the expected life of the financial asset to that assetâs net carrying amount on initial recognition.

Other Income: Interest income is recognised, when no significant uncertainty as to measurability or collectability exists, on a time proportion basis taking into account the amount outstanding and the applicable interest rate, using the effective interest rate method (EIR). Income from export incentives is recognised on accrual basis.

m. Employee Benefits

Employee benefits include provident fund, Superannuation Fund, employee state insurance scheme, gratuity fund and compensated absences.

Defined contribution plans: The Companyâs contribution to Provident Fund, Superannuation Fund and employees state insurance scheme are considered as defined contribution plans and are charged as an expense based on the pre-determined amount of contribution required to be made and when services are rendered by the employees.

Defined benefit plans: For defined benefit plans in the form, of gratuity fund, the cost of providing benefits is determined using the Projected Unit Credit method, with actuarial valuations being carried out at each balance sheet date. Re measurement, comprising actuarial gains and losses, the effect of the changes to the return on plan assets (excluding net interest), is reflected immediately in the balance sheet with a charge or credit recognized in other comprehensive income in the period in which they occur.

Remeasurement recognized in other comprehensive income is reflected immediately in retained earnings and is not reclassified to standalone statement of profit and loss. Net interest is calculated by applying the discount rate to the net defined benefit liability or asset.

The Company recognizes the following changes in the net defined benefit obligation as an expense in the standalone statement of profit and loss: (i) Service costs comprising current service costs, gains and losses on curtailments and settlements; and (ii) Net interest expense or income.

The retirement benefit obligation recognized in the Standalone Balance Sheet represents the present value of the defined benefit obligation as adjusted for unrecognized past service cost, as reduced by the fair value of scheme assets. Any asset resulting from this calculation is limited to past service cost, plus the present value of available refunds and reductions in future contributions to the schemes.

Retirement benefit in the form of provident fund is a defined benefit scheme. The Company contributes its portion of contribution to Xpro India Ltd. Employees Provident Fund Trust (âthe Trustâ). The Company has an obligation to make good the shortfall, if any, between the return from the investments of the Trust and the notified interest rate and accounted by the Company as provident fund cost.

Other long term benefits: Liability in respect of compensated absences becoming due or expected to be availed within one year from the balance sheet date is recognised on the basis of undiscounted value of estimated amount required to be paid or estimated value of benefit expected to be availed by the employees. Liability in respect of compensated absences becoming due or expected to be availed more than one year after the balance sheet date is estimated on the basis of an actuarial valuation performed by an independent actuary using the projected unit credit method. Remeasurements as a result of experience adjustments and changes in the actuarial assumption are recognised in the standalone statement of profit and loss.

Short-term employee benefits: The undiscounted amount of short-term employee benefits expected to be paid in exchange for the services rendered by employees are recognized during the year when the employees render the service.

n. Leases

The Company as a lessee: Leases are recognised as a right-of-use asset and a corresponding liability at the date at which the leased asset is available for use by the Company. Contracts may contain both lease and non-lease components. The Company allocates the consideration in the contract to the lease and non-lease components based on their relative stand-alone prices.

Assets and liabilities arising from a lease are initially measured on a present value basis. Lease liabilities include the net present value of the following lease payments: (a) fixed payments (including in-substance fixed payments), less any lease incentives receivable; (b) variable lease payment that are based on an index or a rate, initially measured using the index or rate as at the commencement date; (c) amounts expected to be payable under residual value guarantees, if any; (d) the exercise price of a purchase option if any, if the Company is reasonably certain to exercise that option; (e) payment for penalties for terminating the lease, if the lease term reflects the Company exercising that option.

The lease payments are discounted using the interest rate implicit in the lease. If the rate cannot be readily determined, which is generally the case for leases in the Company, the lesseeâs incremental borrowing rate is used, being the rate that the individual lessee would have to pay to borrow the funds necessary to obtain an asset of similar value to the right-of-use asset in a similar economic environment with similar terms, security and conditions.

Lease payments are allocated between principal and finance cost. The finance cost is charged to the standalone statement of profit and loss over the lease period so as to produce a constant periodic rate of interest on the remaining balance of the liability for each period. Variable lease payments that depends on sales are recognised in the standalone statement of profit and loss in the period in which the condition that triggers those payments occurs.

Right-of-use assets are measured at cost comprising (a) the amount of the initial measurement of lease liability; (b) any lease payments made at or before the commencement date less any lease incentives received; (c) any initial direct costs; and (d) an estimate of costs to be incurred by the lessee in dismantling and removing the underlying asset or restoring the underlying asset or site on which it is located.

Right-of-use assets are generally depreciated over the shorter of the asset''s useful life and the lease term on a straight-line basis. If the Company is reasonably certain to exercise a purchase option, the right-of-use asset is depreciated over the underlying assets useful life.

Payments associated with short-term leases are recognised on a straight-line basis as an expense in the standalone statement of profit and loss. Short term leases are the leases with a lease term of 12 months or less.

o. Income tax

Income tax expense comprises current and deferred tax.

Current tax is the expected tax payable on the taxable income for the year, using tax rates enacted or substantively enacted and as applicable at the reporting date, and any adjustment to tax payable in respect of previous years. Current tax expense is recognised in profit or loss except to the extent that it relates to items recognised directly in other comprehensive income or equity, in which case it is recognised in other comprehensive income or equity.

Deferred tax is recognised using the balance sheet method, providing for temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes. Deferred tax is measured at the tax rates that are expected to be applied to temporary differences when they reverse, based on the laws that have been enacted or substantively enacted by the reporting date. Deferred tax assets and liabilities are offset if there is a legally enforceable right to offset current tax liabilities and assets, and they relate to income taxes levied by the same tax authority.

Deferred tax is recognised in standalone statement of profit and loss except to the extent that it relates to items recognised directly in other comprehensive income or equity, in which case it is recognised in other comprehensive income or equity.

A deferred tax asset is recognised to the extent that it is probable that future taxable profits will be available against which the temporary difference can be utilised. Deferred tax assets are reviewed at each reporting date and are reduced to the extent that it is no longer probable that the related tax benefit will be realised.

p. Earnings per share

Basic earnings per share is computed by dividing the net profit or loss for the year attributable to equity shareholders of the Company by the weighted average number of equity shares outstanding during the financial year.

For the purpose of calculating diluted earnings per share, the net profit or loss for the year attributable to equity shareholders of the Company and the weighted average number of equity shares outstanding the year is adjusted for the effects of all dilutive potential equity shares, except where the results would be anti-dilutive.

q. Operating segment

In accordance with Ind AS 108, operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision maker, who is responsible for allocating resources and assessing performance of the operating segments. The business activities of the Company predominantly fall within a single reportable operating segment, i.e., Polymer Processing. The Board of Directors is the Companyâs âChief Operating Decision Makerâ or âCODMâ within the meaning of Ind AS 108.

r. Equity investment

Equity investments in subsidiaries are measured at cost. The investments are reviewed at each reporting date to determine whether there is any indication of impairment considering the provisions of Ind AS 36 âImpairment of Assetsâ. If any such indication exists, policy for impairment of financial assets is followed.

s. Financial instruments

A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or equity instrument of another entity.

1. Financial assets

Initial recognition and measurement

Financial assets are initially measured at fair value. Transaction costs that are directly attributable to the acquisition or issue of financial assets (other than financial assets and financial liabilities at fair value through profit and loss) are added to or deducted from the fair value measured on initial recognition of financial asset. The transaction costs directly attributable to the acquisition of financial assets and financial liabilities at fair value through profit and loss are immediately recognised in the standalone statement of profit and loss.

Subsequent measurement:

Debt instruments at amortised cost

A âdebt instrumentâ is measured at the amortised cost if the asset is held within a business model whose objective is to hold assets for collecting contractual cash flows, and contractual terms of the asset give rise on specified dates to cash flows that are solely payments of principal and interest (SPPI) on the principal amount outstanding.

After initial measurement, such financial assets are subsequently measured at amortised cost using the effective interest rate (âEIRâ) method. Amortised cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the EIR. The EIR amortisation is included in finance income in the standalone statement of profit and loss. The losses arising from impairment are recognised in the standalone statement of profit and loss. This category generally applies to trade and other receivables.

Derecognition

The Company derecognizes 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. If the Company neither transfers nor retains substantially all the risks and rewards of ownership and continues to control the transferred asset, the Company recognizes its retained interest in the asset.

On derecognition of financial asset in its entirety, the difference between the assetâs carrying amount and the sum of the consideration received and receivable is recognized in standalone statement of profit and loss on disposal of that financial asset.

Investments carried at fair value through other comprehensive income (FVTOCI)

An investment in bond is measured at FVTOCI if it is held within a business model whose objective is achieved by both collecting contractual cash flows on specified dates that are solely payments of principal and interest on the principal amount outstanding and selling the financial asset.

After initial measurement, fair value movements are recognised in the other comprehensive income (OCI). However, the Company recognises interest income, impairment losses and reversals in the standalone statement of profit and loss.

Derecognition

On derecognition of the asset, cumulative gain or loss previously recognised in OCI is reclassified from equity to the standalone statement of profit and loss.

Impairment of financial assets

In accordance with Ind AS 109, the Company applies expected credit loss (ECL) model for measurement and recognition of impairment loss on the following financial assets and credit risk exposure:

(a) Financial assets that are debt instruments, and are measured at amortised cost e.g., loans, debt securities, deposits, trade receivables and bank balance.

(b) Financial assets that are measured at FVTOCI e.g. investment in bonds.

For recognition of impairment loss on other financial assets and risk exposure, the Company determines whether there has been a significant increase in the credit risk since initial recognition. If credit risk has not increased significantly, 12-month ECL is used to provide for impairment loss. However, if credit risk has increased significantly, lifetime ECL is used. If, in a subsequent period, credit quality of the instrument improves and there is no longer a significant increase in credit risk since initial recognition, then the entity reverts to recognising impairment loss allowance based on 12-month ECL.

2. Financial liabilities

Initial recognition and measurement

Financial liabilities are classified, at initial recognition, as financial liabilities at fair value through profit or loss, loans and borrowings, payables, or as derivatives designated as hedging instruments in an effective hedge, as appropriate. All financial liabilities are recognised initially at fair value and, in the case of borrowings and payables, net of directly attributable transaction costs. The Companyâs financial liabilities include trade and other payables, borrowings and derivative financial instruments.

Subsequent measurement

The measurement of financial liabilities depends on their classification, as described below:

Financial liabilities at amortised cost

After initial measurement, such financial liabilities are subsequently measured at amortised cost using the EIR method. Gains and losses are recognised in standalone statement of profit and loss when the liabilities are derecognised as well as through the EIR amortisation process. Amortised cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the EIR. The EIR amortisation is included in finance costs in the standalone statement of profit and loss. This category generally applies to borrowings, trade payables and other contractual liabilities.

Derecognition

A financial liability is derecognised when the obligation under the liability is discharged or cancelled or expires. When an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or modification is treated as the derecognition of the original liability and the recognition of a new liability. The difference in the respective carrying amounts is recognised in the standalone statement of profit and loss.

3. Offsetting

Financial assets and liabilities are offset and the net amount is reported in the balance sheet where there is a legally enforceable right to offset the recognised amounts and there is an intention to settle on a net basis or realise the asset and settle the liability simultaneously. The legally enforceable right must not be contingent on future events and must be enforceable in the normal course of business and in the event of default, insolvency or bankruptcy of the Company or the counterparty.

t. Use of estimates and management judgements

The preparation of the Companyâs standalone financial statements requires management to make judgements, estimates and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities, and the accompanying disclosures, and the disclosure of contingent liabilities at the date of the standalone financial statements. Estimates and assumptions are continuously evaluated and are based on managementâs experience and other factors, including expectations of future events that are considered to be reasonable and prudent under the circumstances.

The Company based its assumptions and estimates on parameters available when the standalone financial statements were prepared. Existing circumstances and assumptions about future developments, however, may change due to market change or circumstances arising beyond the control of the Company and uncertainty about these assumptions and estimates could result in outcomes that require a material adjustment to the carrying amount of assets or liabilities affected in future periods. Such changes are reflected in the assumptions when they occur.

The following areas have been identified where significant judgements, estimates and assumptions are required. Further information on each of these areas and how they impact the various accounting policies are described below and also in the relevant notes to the standalone financial statements. Changes in estimates are accounted for prospectively.

In order to enhance understanding of the standalone financial statements, information about areas of estimation, uncertainty and critical judgments in applying accounting policies that have the most significant effect on the amounts recognised in the standalone financial statements have been identified as under:

Significant management judgements:

1. Recoverable amount of property, plant and equipment

In assessing impairment, Company estimates the recoverable amount of each asset or cash-generating units based on expected market outlook and future cash flows and uses an interest rate to discount them. Estimation uncertainty relates to assumptions about future operating results and the determination of a suitable discount rate.

2. Provisions and contingencies

Contingent liabilities may arise from the ordinary course of business in relation to claims against the Company. The assessments undertaken in recognising provisions and contingencies have been made in accordance with Ind AS 37, âProvisions, Contingent Liabilities and Contingent Assetsâ. The evaluation of the likelihood of the contingent events has required best judgment by management regarding the probability of exposure to potential loss. By their nature, contingencies will be resolved only when one or more uncertain future events occur or fail to occur. The assessment of the existence, and potential quantum, of contingencies inherently involves the exercise of significant judgments and the use of estimates regarding the outcome of future events.

3. Recognition of deferred tax assets

The extent to which deferred tax assets can be recognised is based on an assessment of the probability of the Companyâs future taxable income against which the deferred tax assets can be utilised.

Significant management estimates:

1. Useful life of property, plant and equipment

The estimated useful life of property, plant and equipment is based on a number of factors including the effects of obsolescence, demand, competition and other economic factors (such as the stability of the industry and known technological advances) and the level of maintenance expenditures required to obtain the expected future cash flows from the asset. The Company reviews its estimate of the useful lives of depreciable assets at each reporting date, based on the expected utility of the assets.

2. Employee benefit plans

Employee benefit obligations are measured on the basis of actuarial assumptions which include mortality and withdrawal rates as well as assumptions concerning future developments in discount rates, the rate of salary increases and the inflation rate. The Company considers that the assumptions used to measure its obligations are appropriate and documented. However, any changes in these assumptions may have a material impact on the resulting calculations.

a. Term. Loan from Punjab National Bank, outstanding INR Nil (previous year: INR 3,47.35 lacs), carried interest linked to the bankâs MCLR was repayable in (i) 4 quarterly instalments of INR 7.25 lacs each starting from April 2017; (ii) 4 quarterly instalments of INR 24.00 lacs each starting from April 2018; (iii) 12 quarterly instalments of INR 28.75 lacs each starting from April 2019 & (iv) 16 quarterly instalments of INR 30.00 lacs each starting from April 2022 and was secured by pari-passu charge by way of hypothecation/ mortgage of all movable and immovable assets, present and future(excluding specified Dielectric Film Line and slitter which are exclusively charged to âOLBâ) of the Company and second charge on all the current assets of the Company ranking pari-passu with other term lenders.

b. Term Loan from State Bank of India, outstanding INR Nil (previous year: INR 9,05.72 lacs) carried interest linked to the bankâs MCLR was repayable in (i) 4 quarterly instalments of INR 15.50 lacs each starting from April 2017; (ii) 4 quarterly instalments of INR 51.75 lacs each starting from April 2018; (iii) 12 quarterly instalments of INR 62.00 lacs each starting from April 2019 & (iv) 16 quarterly instalments of INR 64.75 lacs each starting from April 2022 and was secured by pari-passu charge by way of hypothecation/mortgage of all the movable and immovable assets, present and future(excluding specified Dielectric Film Line and slitter which are exclusively charged to âOLBâ) of the Company and second charge on all the current assets of the Company ranking pari-passu with other term lenders.

c. Term Loan from State Bank of India, outstanding INR Nil (previous year: INR 6,99.26 lacs) carried interest linked to the bankâs MCLR was repayable in (i) 4 quarterly instalments of INR 12.00 lacs each starting from April 2017; (ii) 4 quarterly instalments of INR 40.00 lacs each starting from April 2018; (iii) 12 quarterly instalments of INR 48.00 lacs each starting from April 2019; & (iv) 16 quarterly instalments of INR 50.00 lacs each starting from April 2022 and was secured by pari-passu charge by way of hypothecation/mortgage of all the movable and immovable assets, present and future(excluding specified Dielectric Film Line and slitter which are exclusively charged to âOLBâ) of the Company and second charge on all the current assets of the Company ranking pari-passu with other term lenders.

d. Term Loan from State Bank of India, outstanding INR Nil (previous year: INR 7,22.62 lacs ) carried interest linked to the bankâs MCLR was repayable in (i) 4 quarterly instalments of INR 12.50 lacs each starting from April 2017; (ii) 4 quarterly instalments of INR 41.50 lacs each starting from April 2018; (iii) 12 quarterly instalments of INR 49.75 lacs each starting from April 2019 & (iv) 16 quarterly instalments of INR 51.75 lacs each starting from April 2022 and was secured by pari-passu charge by way of hypothecation/mortgage of all the movable and immovable assets, present and future(excluding specified Dielectric Film Line and slitter which are exclusively charged to âOLBâ) of the Company and second charge on all the current assets of the Company ranking pari-passu with other term lenders.

e. Term Loan from Indian Bank, outstanding INR Nil (previous year: INR 6,36.23 lacs), carried interest linked to the bankâs MCLR was repayable in (i) 2 quarterly instalments of INR 7.50 lacs each starting from October, 2016; (ii) 4 quarterly instalments of INR 11.25 lacs each starting from April 2017; (iii) 4 quarterly instalments of INR 37.50 lacs each starting from April 2018 (iv) 12 quarterly instalments of INR 44.50 lacs each starting from April 2019 & (v) 16 quarterly instalments of INR 47.25 lacs each starting from April 2022 and was secured by pari-passu charge by way of hypothecation/mortgage of all the movable and immovable assets, present and future (excluding specified Dielectric Film Line and slitter which are exclusively charged to âOLBâ) of the Company and second charge on all the current assets of the Company ranking pari-passu with other term lenders.

f. Corporate Loan from State Bank of India, outstanding INR Nil (previous year: INR 3,55.66 lacs), carried interest linked to the bankâs MCLR was repayable in (i) 4 quarterly instalments of INR 11.25 lacs each starting from April 2017; (ii) 4 quarterly instalments of INR 37.50 lacs each starting from April 2018; (iii) 12 quarterly instalments of INR 45.00 lacs each starting from April 2019 & (iv) 16 quarterly instalments of INR 47.00 lacs each starting from April 2022 and was secured by pari-passu charge by way of hypothecation/mortgage of all the movable and immovable assets, present and future(excluding specified Dielectric Film Line and slitter which are exclusively charged to âOLBâ) of the Company and second charge on all the current assets of the Company ranking pari-passu with other term lenders.

g. Term Loan from Punjab National Bank, outstanding INR Nil (previous year: INR 1,35.99 lacs), carried interest linked to the bankâs MCLR, was repayable in (i) 24 quarterly instalments of INR 25.00 lacs each starting from June, 2020; and was secured by

exclusive 1^st charge on the assets to be acquired out of above loan and ranking pari passu 2^nd charge on all the current assets of the Company with other term lenders.

h. During the year, term/corporate loans aggregating to INR 48,07.64 lacs has been pre-paid to banks.

i. During 2020-21, the Company had been granted a moratorium of 6 months w.e.f. March 2020 for payment of instalment(s) on above mentioned terms loans as per RBI guidelines following the Covid-19 pandemic; accordingly the re-payment schedule had been extended.

j. Working Capital Term Loan from State Bank of India, under Guaranteed Emergency Credit Line 2.0 (GECL2.0) scheme, outstanding INR 11,00.90 lacs (previous year: INR 15,00.01 lacs), carrying interest linked to the bankâs MCLR, repayable in (i) 47 monthly instalments of INR 33.33 lacs each starting from January 2022 & (ii) last instalment of INR 33.49 lacs in December 2025 is secured by extension of second charge over the existing primary and collateral securities including mortgages created in favour of the Consortium banks on pari-passu basis and covered under guarantee coverage from National Credit Guarantee Trustee Company Ltd (NCGTC).

k. Working Capital Term Loan from Punjab National Bank, under GECL2.0 scheme, outstanding INR 1,40.62 lacs (previous year: INR 2,15.60 lacs), carrying interest linked to the bankâs MCLR, repayable in (i) 35 monthly instalments of INR 6.38 lacs each starting from February 2022 & (ii) last instalment of INR 6.70 lacs in January 2025 is secured by extension of second charge over the existing primary and collateral securities including mortgages created in favour of the Consortium banks on pari-passu basis and covered under guarantee coverage from NCGTC.

l. Working Capital Term Loan from Indian Bank, under GECL2.0 scheme, outstanding INR 2,89.67 lacs (previous year: INR 4,26.93 lacs), carrying interest linked to the bankâs MCLR, repayable in 48 monthly instalments of INR 8.96 lacs each starting from April 2022 is secured by extension of second charge over the existing primary and collateral securities including mortgages created in favour of the Consortium banks on pari-passu basis and covered under guarantee coverage from NCGTC.

m. The above-mentioned term loans carry interest rate between 7.9 to 12 % per annum (previous year: 7.9 to 12 %).

n. ECB from Oldenburgische Landesbank AG (âOLBâ), in the nature of term loan, outstanding â¬ Nil; equivalent to INR Nil (previous year: â¬2,268,005; equivalent to INR 19,41.19 lacs), carried annual interest at Euribor 1.75% was repayable in 14 semi-annual instalments of â¬567,001.34 each, along with interest, commencing from April 2017, was secured by hypothecation of specified Dielectric Film Line and slitter at Barjora and was insured under Hermes export credit guarantee;

o. Vehicle Loan(s) of INR 29.98 lacs (previous year: INR 70.32 lacs) carrying interest at between 7 to 7.8 % per annum (previous year: 9 to 9.5%) repayable in 36 monthly instalment(s) commencing from date of disbursement, are secured by hypothecation of specified vehicles;

p. Lenders retain the right to recompense for NPV loss amount of upto INR 3,65.00 lacs arising on rescheduling of term loans effective April 1, 2016;

B) Details of Dividends:

Dividend of INR 2 per equity share of face value INR 10 each for the financial year ended March 31, 2022, was approved by shareholders at Annual General Meeting held on June 24, 2022 and was paid on July 4, 2022 with a total appropriation of INR 2,36.27 lacs.

The Board of Directors, at its meeting held on May 22, 2023, has recommended for approval by Members at the ensuing Annual General Meeting a dividend of INR 2 per fully paid-up equity share of INR 10 each for the financial year ended March 31, 2023, and which, if approved, would result in a cash outflow of INR 4,13.44 lacs (assuming full conversion of outstanding convertible warrants into fully paid equity shares, prior to the record date that may be set for the purpose.)

39. Employee benefits

a) Defined Contribution Plan

The Company recognized INR 98.04 lacs (March 31, 2022: INR 1,39.36 lacs) towards provident fund contributions and ESI contribution in the Standalone Statement of Profit and Loss included in "Employee benefits expense" (note 34).

b) Defined Benefit Plan Gratuity

administered provident fund. A part of the Companyâs contribution is transferred to Government administered pension fund. The contributions made by the Company and the shortfall of interest, if any, are recognised as an expense in standalone statement of profit and loss under employee benefits expense. During the current year the Company has recognised an amount of INR 179.68 lacs (March 31,2022: INR 86.38 lacs) being the decline in market value of certain investments of the trust.

C. Other long term benefits:

The leave obligations cover the Companyâs liability for earned leave. The liability towards compensated absences based on the actuarial valuation carried out by using projected accrued benefit method as reduced by the contribution to the plan assets resulted in a net asset of INR 21.34 lacs as on March 31, 2023, and a net liability of INR 27.83 lacs as on March 31, 2022 which have been shown under âOther current assetsâ and âProvisionsâ respectively in the Standalone Financial Statements.

40. Contingent Liabilities

(INR lacs)

As at As at

March 31, 2023 March 31, 2022

Claims against the Company, not acknowledged as debt 2.50 2.50

Sales tax, Excise & Customs matters under appeal 3,89.24 3,95.10

Others (claims not acknowledged, as debt) 36.68 36.68

41. Related party disclosures: According to Ind AS 24 âRelated Party Disclosuresâ

Non-executive Directors are disclosed as Key Managerial Personnel as per the requirement of Ind AS24.

However, they are not KMPs as per Companies Act, 2013

A. List of Related Parties:

1. Subsidiary companies (wholly owned)

a) Xpro Global Limited;

2. Entities exercising significant influence over the Company

a) iPro Capital Limited;

b) Intellipro Finance Pvt. Ltd.;

3. Entities over which Key Managerial Personnel have control

a) Alpha Capital Resources Pte. Ltd., Singapore;

b) Central India General Agents Ltd.

c) T anjore Partners LLP;

4. Post-e mployme nt bene fit funds

a) Xpro India Limited Employees Provident Fund Trust

b) Xpro India Limited Senior Officers Superannuation Fund

c) Xpro India Limited Employees Gratuity Fund

5. Key managerial personnel

a) Executive Directors:

(i) Sri Sidharth Birla, Chairman (ii) Sri C Bhaskar, Managing Director & CEO

b) Non-executive Independent Directors:

(i) Sri K Balakrishnan (w.e.f. 25/5/2022) (ii) Sri Amitabha Guha

^{(iii) Sri Ashok Kumar} J^ha (iv) Ms Suhana Murshed (w.e.f. 10/8/2021)

^{(v) Sri} U^{tsav Parekh} (vi) Sri S Ragothaman

c) Non-executive Non-Independent Directors:

(i) Smt Madhushree Birla (ii) Sri Bharat Jhaver (w.e.f. 25/5/2022)

d) Others:

(i) Sri H Bakshi, Sr. President & COO

(ii) Sri V K Agarwal, President (F) & CFO

(iii) Sri Kamal Kishor Sewoda, Company Secretary (w.e.f. 15/2/2023)

(iv) Sri Amit Dhanuka, Company Secretary (upto 14/1/2023)

E. Contract asset is the right to consideration in exchange for goods or services transferred to the customer.

Contract liabilities are on account of the advance payment received from customer for which performance obligation has not yet been completed.

Payment terms with customers vary depending upon the contractual terms of each contract and generally falls in the range of 0 to 120 days from the completion of performance obligation.

48. Pursuant to the special resolution passed at the Extraordinary General Meeting held on December 29, 2021, and relevant regulatory provisions, the Company issued and allotted on January 11, 2022 by way of preferential allotment 19,68,000 warrants at a price of INR 762 each, each warrant carrying a right upon being fully paid-up within a period of 18 months from date of allotment to subscribe to one equity share of face value INR10 of the Company (including premium of INR 752 each). The Company received allotment money of INR 37,49.04 lacs, being 25% of the total warrant price in 2021-22. Promoter group warrant holders, holding 3,28,000 warrants exercised their option in full on payment of the balance 75% (INR 18,74.52 lacs) during the year. As per the offer letter, the issue proceeds may be utilized for growth capital and expansion/diversification requirements (whether organic or inorganic), to meet capital expenditure, to reduce borrowings, to enhance long-term resources and strengthen the financial structure, for meeting working capital requirements and for other general corporate purposes and purposes permitted by applicable laws. The proceeds of the said issue are being fully utilized for the purposes stated.

50. During the year West Bengal Electricity Regulatory Commission (WBERC) fixed the power tariff of Damodar Valley Corporation (DVC) for 2017-18 & onwards following which DVC raised a retrospective demand of INR 315.60 lacs on one of the units of the Company. While the demand has been challenged, the Company has made provision for the entire demand in the books of accounts.

51. Significant events after the reporting period

The Board of Directors has recommended a dividend of INR 2.00 per share for the year 2022-23, (March 31, 2022 - INR 2.00 per share) subject to approval by the shareholders at the ensuing Annual General Meeting of the Company; No liability has been recognised as at March 31, 2023 (Nil as at March 31, 2022).

There were no other significant adjusting events that occurred subsequent to the reporting period other than events disclosed in the relevant notes.

52. Additional Regulatory Information: