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Notes to Accounts of Glottis Ltd.
o) Provisions, contingent liabilities and
contingent asset
Provisions
Provisions are recognised when the Company
has a present obligation (legal or constructive)
as a result of a past event and it is probable
that an outflow of resources embodying
economic benefits will be required to settle
the obligation and a reliable estimate can be
made of the amount of the obligation.
Provisions are discounted, if the effect of
the time value of money is material, using
pre-tax rates that reflects the risks specific
to the liability. When discounting is used, an
increase in the provisions due to the passage
of time is recognised as finance cost. These
provisions are reviewed at each Balance Sheet
date and adjusted to reflect the current best
estimates. Necessary provision for doubtful
debts, claims, etc., are made, if realisation
of money is doubtful in the judgement of
the management.
Contingent liability
A contingent liability is a possible obligation
that arises from past events whose existence
will be confirmed by the occurrence or non¬
occurrence of one or more uncertain future
events beyond the control of the company
or a present obligation that is not recognized
because it is not probable that an outflow
of resources will be required to settle the
obligation. A contingent liability also arises in
extremely rare cases where there is a liability
that cannot be recognized because it cannot
be measured reliably. Contingent liabilities
are disclosed separately.
Show cause notices issued by various
Government authorities are considered for
evaluation of contingent liabilities only when
converted into demand.
Contingent assets
Where an inflow of economic benefits is
probable, the Company discloses a brief
description of the nature of the contingent
assets at the end of the reporting period,
and, where practicable, an estimate of
their financial effect. Contingent assets are
disclosed but not recognised in the audited
standalone financial statements.
p) Cash and cash equivalents
Cash comprises cash on hand and demand
deposits with banks. Cash equivalents are
short-term balances with original maturity of
less than 3 months, highly liquid investments
that are readily convertible into cash, which
are subject to insignificant risk of changes
in value.
Cash Flow Statement
Cash flows are presented using indirect
method, whereby profit / (loss) before tax
is adjusted for the effects of transactions of
non-cash nature and any deferrals or accruals
of past or future cash receipts or payments.
Bank borrowings are generally considered to
be financing activities. However, where bank
overdrafts which are repayable on demand
form an integral part of an entity''s cash
management, bank overdrafts are included
as a component of cash and cash equivalents
for the purpose of Cash flow statement.
q) Earnings per share
The basic earnings per share are computed
by dividing the net profit for the period
attributable to equity shareholders by the
weighted average number of equity shares
outstanding during the period.
Diluted EPS is computed by dividing the
net profit after tax by the weighted average
number of equity shares considered for
deriving basic EPS and also weighted average
number of equity shares that could have
been issued upon conversion of all dilutive
potential equity shares. Dilutive potential
equity shares are deemed converted as of the
beginning of the period, unless issued at a
later date. Dilutive potential equity shares are
determined independently for each period
presented. The number of equity shares and
potentially dilutive equity shares are adjusted
for bonus shares, as appropriate
(d) Rights, preferences and restrictions attached to shares including restrictions on the
distribution of dividends and the repayment of capital
The company has only one class of equity shares having par value of Rs.2 per share. Each shareholder
is entitled to one vote per share held. The company declares and pays dividends in Indian rupees. The
dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing
Annual General Meeting.
During the year ended March 31, 2026 ; March 31, 2025 the Company has not declared any dividend.
In the event of liquidation of the company, the holders of equity shares will be entitled to receive remaining
assets of the company, after distribution of all preferential amounts. The distribution will be in proportion to
the number of equity shares held by the shareholders.
# The Company had received a Show Cause Notice (SCN), from the Goods and Service Tax (GST) department based on GST audit
conducted for the period from July 2017 to March 2022. The department had assessed a tax demand of Rs. 12736.97 lakhs,
alleging a shortfall in GST payments. The primary dispute centers around the GST rate applied to ocean freight. Company had
taken the stand of applicable GST rate of 5% as per the SAC Code 9965 as per the prevailing industry practice and not the 18%
rate assessed by the department. The said SCN has been dropped by GST department as on vide DIN: 20241159TK0000888D43
dt. 29th Nov 2024 with a demand of Rs. 8.01 lakhs with applicable interest of Rs. 8.68 lakhs and penalty of Rs. 4.00 lakhs for
which the company has recognised the provision accordingly as on Sep 30, 2024 and payment was made on Dec 24, 2024.
Subsequently, the Department has filed an appeal before the higher authority but the appeal got dismissed on October 24,
2025, thereby absolving the company of the aforesaid liability.
*Bank Guarantee given to Commissioner of Customs, Chennai against Fixed Deposit of Rs. 5 Lakhs expiring on 28th Nov 2027.
*Bank Guarantee given to M/s. Schwing Stetter (India) Pvt Ltd against Fixed Deposit of Rs. 2 Lakhs expiring on 25th Mar 2025.
The expired Bank Guarantee is further renewed till 25th Mar 2027.
*Bank Guarantee given to Cathay Pacific Airways Ltd against Fixed Deposit of Rs. 3 Lakhs expiring on 15th Aug 2026.
*Bank Guarantee given to Birla Carbon India Pvt Ltd against Fixed Deposit of Rs.2 Lakhs expiring on 16th Jan 2027.
The company completed its Initial Public Offer (IPO) of 2,37,98,640 equity shares of face value of Rs.2 each
at an Issue Price of Rs.129 (including a Share Premium of Rs.127) aggregating to Rs. 30,700.24 lakhs. The
issue comprised of Fresh Issue of 1,24,03,000 fully paid-up equity shares amounting to Rs.15,999.87 Lakhs
and Offer for Sale of 1,13,95,640 equity shares by selling shareholders amounting to Rs. 14,700.38 lakhs.
Pursuant to the IPO, the equity shares were listed on National Stock Exchange of India Limited (NSE) and
Bombay Stock Exchange Limited (BSE) on October 7, 2025.
As per Indian Accounting Standard - 33, the number of shares issued has been corrected to the revised value
due to issue of Bonus shares and Stock split in the year 2024-25. The original shares issued on 18.04.2022
is 10,000 shares @ Rs.10/- each and Rights issue on 20.03.2023 is 9,90,000 shares @ Rs.10/- each
On November 21, 2025, the Government of India notified provisions of the Code on Wages, 2019, the
Industrial Relations Code, 2020, the Code on Social Security, 2020 and the Occupational Safety, Health and
Working Conditions Code, 2020, (''Labour Codes'') which consolidate twenty-nine existing labour laws into
a unified framework governing employee benefits during employment and post-employment. The Labour
Codes, amongst other things introduces changes, including a uniform definition of wages and enhanced
benefits relating to leave. The Company has assessed the financial implications of the Labour Codes and
based on such assessment, no material financial impact is expected on the audited standalone financial
statements for the year ended March 31, 2026 as the Company was already substantially aligned with the
provisions of the Labour Codes. The Company continues to monitor the developments pertaining to Labour
Codes and will evaluate impact if any on the measurement of the employee benefits liability.
39 Corporate Social Responsibility
As per section 135 of the companies Act, 2013, a company, meeting the applicability threshold, needs to
spends at least 2% of its average net profit for the immediately preceding three financial year on corporate
social responsibility (CSR) activities. The Areas for CSR activities are eradication of hunger and malnutrition,
promoting education, art and culture, healthcare, destitute care and rehabilitation, environment
sustainability, disaster relief, COVID - 19 relief and rural development projects. The following disclosure has
been given with respect to the CSR activities of the company held during the previous year.
In accordance with the requirement of Indian Accounting Standard -24 on "Related Party Disclosuresâ
the names of the related parties where control exists /able to exercise significant influence along with the
aggregate transactions/year end balances with them as identified and certified by the management are
given below:
The company has applied Ind AS 116 with the date of initial application of April 1, 2023. The company has
applied Ind AS 116 using the modified retrospective approach, under which the cumulative effect of initial
application is recognized in retained earnings at April 1, 2023.
The aggregate depreciation expense on ROU assets is included under depreciation and amortization
expense in the statement of Profit and Loss.
As Lessee
The Company has entered into operating lease. The Lease may be renewed based on mutual agreement of
the parties.
The Company''s capital management strategy is to effectively determine, raise and deploy capital so as to
create value for its shareholders. The same is done through a mix of either equity and/or convertible and/or
combination of short term/long term debt as may be appropriate.
Critical judgements in determining the lease term
In determining the lease term, management considers all facts and circumstances
that create an economic incentive to exercise an extension option, or not to exercise a
termination option. Extension options (or periods after termination options) are only included
in the lease term if the lease is reasonably certain to be extended (or not terminated).
For leases of buildings, the following factors are normally the most relevant:
(a) If there are significant penalties to terminate (or not extend), the Company is typically reasonably
certain to extend and not terminate.
(b) If any lease hold improvements are expected to have a significant remaining value the Company is
typically reasonably certain to extend (or not terminate).
(c) Otherwise, the Company considers other factors including historical lease durations and the costs
and business disruption required to replace the leased asset.
The lease term is reassessed if an option is actually exercised (or not exercised) or the Company
becomes obliged to exercise (or not exercise) it. The assessment of reasonable certainty is only revised
if a significant event or a significant change in circumstances occurs, which affects the assessment,
and that is within the control of the lessee. During the current financial year, there was no revision in the
lease terms.
Extension and termination options
Extension and termination options are included in a number of property leases. These are used to
maximise operational flexibility in terms of managing the assets used in the Company''s operations.The
majority of extension and termination options held are exercisable only by the Company and not with
the respective lessor.
There is no separate reportable segment as per Ind AS 108 on ''Operating Segments'' in respect of the
Company. The Company operates only in freight Forwarding activities and accordingly has only a single
operating segment. During the year ended March 31, 2026, the Company commenced vessel chartering
operations as a separate business vertical. However, the revenue and results from such vertical are not
material for separate disclosure (i.e. less than 10%) and accordingly no separate reportable segment has
been identifiedThe Company is domiciled in India and its operations are carried out majorly within India
and hence there is no external revenue or assets is being disclosed.
The Company recognises revenue in respect of services rendered either at a point in time or over a period
of time, depending upon the terms and conditions of the contract with the customers. Revenues are
recognised on accrual basis considering the below aspects:
Import of services: In case ofImports, Revenue is recognised at the point of time when the vessels arrive at the
port of India. All the shipments which was onboarded at the port shall be considered for revenue recognition.
Export of services: In case of Exports, Revenue is recognised at the point of time when the sailing of vessels
is confirmed. All the shipments which was sailed on vessels shall be considered for revenue recognition.
Revenue from external customers
Revenue from transactions with a single external customer amounted to 10% or more of the Company''s
total revenue during the year ended March 31, 2026 and March 31, 2025 is disclosed below.
A Credit risk
Credit risk is the risk of loss that may arise on outstanding financial instruments when counter-party
defaults on its obligations. The Company''s exposure to credit risk arises primarily from loans extended,
security deposits, balances with bankers and trade and other receivables. The Company''s objective is to
seek continual revenue growth while minimizing losses incurred due to increased credit risk exposure. The
credit risk has always been managed by the Company through credit approvals, establishing credit limits,
and continuously monitoring the credit worthiness of the customers to whom the Company grants credit
terms in the normal course of business. Outstanding customer receivables are regularly monitored
C Market risk
Market risk is the risk that changes in market prices - such as foreign exchange rates - will affect the Company''s
income or the value of its holdings of financial instruments. The objective of market risk management is to
manage and control market risk exposures within acceptable parameters, while optimising the return.
a) Pricing risk
The Company''s does not hold any Investment in Equity Instruments and hence is not exposed to
pricing risk.
b) Currency Pricing risk
Currency Risk is the risk that the value of a financial instrument will fluctuate due to changes in foreign
exchange rates. Foreign currency risk arise majorly on account of foreign currency borrowings. The
Company''s foreign currency exposures are managed in accordance with its Foreign Exchange Risk
Management Policy which has been approved by its Board of Directors. The company is exploring the
ways to manage its foreign currency risk by using the forward contracts and other alternatives.
B Liquidity risk
Ultimate responsibility for liquidity risk management rests with the board of directors for the management
of the Company''s short, medium and long-term funding and liquidity management requirements. 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.
a) Maturity profile of non- derivative financial liabilities
The following tables detail the Company''s remaining contractual maturity for its non-derivative financial
liabilities with agreed repayment periods. The amount disclosed in the tables have been drawn up
based on the undiscounted cash flows of financial liabilities based on the earliest date on which the
Company can be required to pay.
Fair value measurement
This section explains the judgements and estimates made in determining the fair values of the financial
instruments that are
(a) recognised and measured at fair value and
(b) measured at amortised cost and for which fair values are disclosed in the audited standalone
financial statements.
To provide an indication about the reliability of the inputs used in determining fair value, the Company
has classified its financial instruments into the three levels prescribed under the accounting standard.
An explanation of each level is as under:
Level 1: Level 1 hierarchy includes financial instruments measured using quoted prices. This includes
listed equity instruments, traded bonds and mutual funds that have quoted price. The fair value of
all equity instruments (including bonds) which are traded in the stock exchanges is valued using the
closing price as at the reporting period. The mutual funds are valued using the closing NAV.
Level 2: The fair value of financial instruments that are not traded in an active market (for example,
traded bonds, over-the-counter derivatives) is determined using valuation techniques which maximise
the use of observable market data and rely as little as possible on entity-specific estimates. If all
significant inputs required to fair value an instrument are observable, the instrument is included in
level 2.
Level 3: If one or more of the significant inputs is not based on observable market data, the instrument
is included in level 3. This is the case for unlisted equity securities, contingent consideration and
indemnification asset included in level 3.
Valuation technique used to determine fair value
Specific valuation techniques used to value financial instruments include:
- the use of quoted market prices or dealer quotes for similar instruments
- the fair value of the remaining financial instruments is determined using discounted cash flow
analysis.
The carrying amounts of trade receivables, trade payables, cash and cash equivalents and other current
financial liabilities are considered to be the same as their fair values, due to their short-term nature.
For financial assets and liabilities that are measured at fair value, the carrying amounts are equal to the
fair values.
The external borrowing rate of the Company has been taken as the discount rate used for determination of
fair value.
50 Details of Benami Property held
The Company does not have any Benami property, where any proceeding has been initiated or pending
against the company for holding any Benami property.
The Company has not been declared wilful defaulter by any bank or financial institution or government or
any government authority.
52 Relationship with Struck off Companies under section 248 of the
Companies Act, 2013 or section 560 of Companies Act, 1956:
To the extent of information available, the Company has not entered into any transactions with companies
struck off under section 248 of the Companies Act, 2013 or section 560 of Companies Act, 1956.
53 Registration of charges or satisfaction with Registrar of Companies
The Company does not have any charges or satisfaction which is yet to be registered with ROC beyond
the statutory period.
54 Compliance with approved Scheme(s) of Arrangements
The company has not entered into any scheme of arrangement with any other persons or entities to act as
intermediary for the purpose of making advance or loans or investments, which has an accounting impact
on current or previous financial year.
55 The Company is a holding company having a wholly owned foreign subsidiary incorporated in the State of
Texas, United States of America and has complied with the provisions of clause (87) of section 2 of the Act
read with the Companies (Restriction on Number of Layers) Rules, 2017 as the Company does not have
more than the prescribed number of layers.
56 Utilisation of Borrowed funds and share premium:
No funds have been advanced or loaned or invested (either from borrowed funds or share premium or any
other sources or kind of funds) by the Company to or in any other person(s) or entity(ies), including foreign
entities ("Intermediariesâ) with the understanding, whether recorded in writing or otherwise, that the
Intermediary shall lend or invest in party identified by or on behalf of the Company (Ultimate Beneficiaries).
The Company has not received any fund from any party(s) (Funding Party) with the understanding that the
Company shall whether, directly or indirectly lend or invest in other persons or entities identified by or on
behalf of the Company ("Ultimate Beneficiariesâ) or provide any guarantee, security or the like on behalf of
the Ultimate Beneficiaries.
The Company does not have any undisclosed income which is not recorded in the books of account that
has been surrendered or disclosed as income during the year (and previous 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.
58 Details of Crypto Currency or Virtual Currency
The Company has not traded or invested in Crypto currency or Virtual Currency during the financial year.
With effect from April 01, 2023, the Ministry of Corporate Affairs (MCA) has made it mandatory for
companies to maintain an audit trail throughout the year for transactions impacting books of accounts.
Also, the Ministry of Corporate Affairs (MCA) requires companies to maintain daily backups of their financial
data on servers located in India. Accordingly, the Company has complied with the same.
No Significant Subsequent events have been observed which may require an adjustments to the audited
standalone financial statements.
61 All the amounts in the audited standalone financial statements are presented in Indian Rupees have been
rounded off to the nearest Lakhs to be in line with Schedule III to the Companies Act, 2013. Figures for the
previous year have been regrouped/re-arranged wherever considered necessary to conform to the figures
presented in the current year.
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