Notes to Accounts of NDR Auto Components Ltd.

Mar 31, 2026

(c) Terms/rights attached to equity shares

(i) The Company has only one class of equity shares having a par value of Rs. 10 per share. Each shareholder is entitled to one vote per share. The Company declares and pays dividends in Indian rupees. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing annual general meeting. In the event of liquidation of the Company, the holders of equity shares will be entitled to receive any of the 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.

(ii) During the year, no interim dividend has been recognized as distributions to equity shareholders.

(f) Following the approval granted by the shareholders via a postal ballot notice, with the results announced on September 13, 2024, the company had issued 1,18,92,652 fully paid-up bonus equity shares, each with a nominal value of Rs 10 each, in a 1:1 ratio. As a result of the share allotment on 27th September, 2024, the company''s issued, subscribed and paid-up capital was increased to Rs 2,378.53 lakhs. This increase was achieved by capitalizing Rs 1,189.27 lakhs from the company''s free reserves.

Nature and purpose of reserves:

i) Capital reserve - Arose from scheme of arrangement of demerger from Sharda Motor Industries Limited. It is not available for distribution to the shareholders.

ii) Retained Earnings - Retained earnings are the profits/(loss) that the Company has earned/incurred till date, less any transfers to general reserve, other reserve as well as dividends or other distributions paid to shareholders. Retained earnings include re-measurement loss / (gain) on defined benefit plans, net of taxes that will not be reclassified to Statement of Profit and Loss. The amount is available for distribution to the shareholders.

27 Contingent liabilities & commitments

(Rs. in lakhs, except as otherwise stated)

As at

As at

31st March 2026

31st March 2025

(A) Contingent liabilities ( to the extent not provided for)

Claims against the company not acknowledged as debt i) Income tax case (refer note (i) below)

548.42

596.88

ii) GST case (refer note (ii) below)

678.14

651.55

iii) Civil case

-

3.59

1,226.56

1,252.02

(B) Commitments

Estimated amount of contracts remaining to be executed on capital account are not provided for:

Capital commitments (net of advance)

555.23

3,347.47

555.23

3,347.47

(i) During the financial year 2023-24, the Income Tax Department (''the department'') conducted a search under section 132 of the Income Tax Act, 1961 at certain premises of the Company including manufacturing locations and residence of few of its employees/key managerial personnel.

The Company received demand orders amounting to Rs. 502.20 Lakhs (excluding penalties) for the Assessment Years 2020-21 to 2024-25, along with a penalty demand order of Rs. 142.20 Lakhs for the Assessment Year 2021-22 and 2022-23. Further the penalty demand orders for AY 2023-24 and AY 2024-25 were dropped by the Income tax department. The Company filed appeals against the tax and penalty demand orders received from the department with the Commissioner of Income Tax (Appeals). Further, the Company also filed rectification application of Rs. 389.98 lakhs concerning the outstanding demand.

The Company has now received orders from the Commissioner of Income Tax (Appeals) reducing the demand to Rs. 366.89 lakhs for the Assessment Years 2020-21 to 2024-25, except for Assessment Year 2022-23, for which the order (including the penalty order) is still awaited. The total demand orders against assessment year 2022-23 amounts to Rs. 134 lakhs (including penalties).

As per Company''s own assessment and based on legal advice, management is confident of favourable outcome for such appeals. Pending outcome of appeal proceedings, no adjustment has been made to these standalone financial statements.

(ii) a) An industry-wide dispute arose regarding the appropriate classification and GST rate applicable to the supply of two

wheeler seats. During the prior years, the Additional/Joint Commissioner CGST Commissionerate, CGST Commissionerate, Gurugram, issued an order under Section 74 of the GST Act due to the misclassification of two-wheeler seats under an incorrect HSN code. To prevent immediate contention, the Company proactively deposited the differential tax liability. This order confirmed a demand and appropriated an amount of Rs. 496.26 lakhs for the period from April 2020 to January 2024. The Company has already deposited this amount under protest. Additionally, the order imposed a penalty of Rs. 496.26 lakhs along with applicable interest.

The Company is in the process to file an appeal against these orders with the CGST Appellate Authority in Gurugram. As per the Company, the invocation of Section 74 of the CGST Act, 2017 is disputed. The Company contends that there was no wilful misstatement, suppression of facts, or fraud attributable to it and that the issue involved interpretation of law. Accordingly, the Company argues that extended limitation was not invokable and the impugned proceedings were time-barred. Consequently, levy of penalty equivalent to tax and recovery of interest challenged as unsustainable, particularly in view of the company''s claim of bona fide belief and good-faith conduct.

Similar notice has been received from Deputy Assistant Commissioner of State Tax, Regional GST Audit and Enforcement Office, Tirupati, for the period November 2024 to September 2025 demanding liability of Rs. 155.29 lakhs along with applicable interest.

As per Company''s own assessment and also based on legal advice, management is confident of favourable outcome for such appeals. No adjustment has been made to the financial statements.

b) The Company has received intimation from the Joint Commissioner of State tax w.r.t excess ITC claimed amounting to Rs 26.59 lakhs along with applicable interest for the financial year 2020-21. The Company has filed appeal and deposited amount of Rs. 2.66 lakhs under protest. As per Company''s own assessment, management is confident of favourable outcome for such appeals.

28.4 Performance obligation

The performance obligation is satisfied upon delivery of the product to the customer and payment is generally due within 30 to 60 days from delivery.

Revenue from contracts with customers is measured by the Company at the transaction price i.e. amount of consideration received/ receivable in exchange of transferring goods or services to the customers. In determining the transaction price for the sale of goods, the Company considers the effect of price adjustments, to be claimed/ passed on to the customers, based on various cost parameters like raw material and other costs. Adequate provisions have been made for such price differences with a corresponding impact on the revenue. Accordingly, revenue for the current year is net of such price differences.

32(i) On 21 November 2025, the Central Government issued four separate notifications in the Official Gazette announcing implementation of four Labour Codes, viz., 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. These four codes replace and consolidate 29 existing labour laws. Following the implementation of the four labour codes, the Central Government has pre-published the draft rules on 31 December 2025 under the respective Labour Codes, for public comment and the final rules are expected to be notified in due course. To ensure smooth implementation, the Ministry of Labour and Employment has also issued the Frequently Asked Questions (FAQs) on the four codes.

The four codes prescribe an inclusive definition of the term ''wages'', which among other matters is relevant for determination of post-employment benefits including gratuity to all employees. In accordance with the definition, certain specified items forming part of remuneration are not included in the wages and these excluded items cannot exceed 50% of total remuneration. If there is an excess, then it is presumed that excess amount also forms part of wages. The four codes also introduce changes related to leave entitlement and encashment for workers. Going forward, workers'' leave balance in excess of 30 days will be encashed at the end of each calendar year and workers will have a right to demand encashment for entire accumulated leave.

The Company has assessed the impact of these changes on the basis of legal view obtained by the management and best information available till authorisation of the financial statements for issue. The Company has determined that these changes result in an increase in gratuity obligation and leave obligation of Rs. 38.56 lakhs and Rs. 26.19 lakhs, respectively. Considering the materiality and regulatory-driven, non-recurring nature of this change, the Company has presented increase in obligation as an expense under the head "Exceptional Items" in the statement of profit and loss for the year ended 31 March 2026. Also, pursuant to the change, the entire obligation toward accumulated leave of workers has been classified as current liability in the balance sheet as at 31 March 2026. Considering that it is emerging topic and the finalisation of Central/ State Rules is still pending, the Company will continue monitoring changes and provide appropriate accounting effect as required based on future developments.

36 Earnings per equity shares

Basic EPS amounts are calculated by dividing the profit for the year attributable to equity holders of the Company by weighted average number of equity shares outstanding during the year.

Diluted EPS amounts are calculated by dividing the profit attributable to equity holders of the Company by the weighted average number of Equity shares outstanding during the year plus the weighted average number of Equity shares that would be issued on conversion of all the dilutive potential Equity shares into Equity shares.

The following table reflects the income and share data used in the basic and diluted EPS computations:

37 Other Notes to Accounts

a. The Company makes contributions to Provident Fund and Employee State Insurance Corporation (ESIC) which are defined contribution plan, for qualifying employees. Under the schemes, the Company is required to contribute a specified percentage of the payroll costs to fund the benefits. The contributions payable to these plans by the Company are at rates specified in the rules of the schemes.

b. Defined Benefit Plan

The Company has a defined benefit gratuity plan (funded). The Company''s defined benefit gratuity plan is a final salary plan for employees, which requires contributions to be made to a separately administered fund.

The gratuity plan is governed by the Payment of Gratuity Act, 1972. Under the act, employee who has completed five years of service is entitled to specific benefit. The level of benefits provided depends on the member''s length of service and salary at retirement age. The Scheme is funded with the Life Insurance Corporation of India in the form of a qualifying insurance policy. This defined benefit plan exposes the Company to actuarial risks. The most recent actuarial valuation of plan assets and the present value of the defined benefit obligation for gratuity were carried out as at March 31, 2026. The present value of the defined benefit obligations and the related current service cost and past service cost, were measured using the Projected Unit Credit Method.

The following tables summarize the components of net benefit expense recognised in the other comprehensive income in the statement of the profit and loss and the funded status and amounts recognised in the balance sheet for the respective plans:

Terms and Conditions of transactions with related parties

1) Sales are made to related parties on the same terms as applicable to third parties in an arm''s length transaction and in the ordinary course of business. The Company mutually negotiates and agrees sales price, discount and payment terms with the related parties by benchmarking the same to transactions with non-related parties, who purchase goods and services of the Company in similar quantities. Such sales generally include payment terms requiring related parties to make payment within 30 to 60 days from the date of invoice.

2) Trade receivables outstanding balances are unsecured, interest free and require settlement in cash. No guarantee or other security has been received against these receivables. The amounts are recoverable within 30 to 60 days from the reporting date (31 March 2025: 30 to 60 days from the reporting date). For the year ended 31 March 2026, the Company has not recorded any impairment on receivables due from related parties (31 March 2025: Nil)

3) Purchases are made from related parties on the same terms as applicable to third parties in an arm''s length transaction and in the ordinary course of business. The Company mutually negotiates and agrees purchase price and payment terms with the related parties by benchmarking the same to sale transactions with non-related parties entered into by the counterparty and similar purchase transactions entered into by the Company with the other non-related parties. Such purchases generally include payment terms requiring the Company to make payment within 30 to 60 days from the date of invoice.

4) Trade payables outstanding balances are unsecured, interest free and require settlement in cash. No guarantee or other security has been given against these payables. The amounts are payable within 30 to 60 days from the reporting date (31 March 2025: 30 to 60 days from the reporting date).

5) The amounts disclosed in the table are the amounts recognised as an expense during the financial year related to key management personnel. The amounts do not include expense, if any, recognised toward post-employment benefits and other long-term benefits of key managerial personnel. Such expenses are measured based on an actuarial valuation done by the Company. Hence, amounts attributable to KMPs are not separately determinable. Generally, non-executive directors do not receive any gratuity or post-employment benefits from the Company.

e. Segment Information

1. The Company''s operations pertain to one segment i.e. manufacture of different seating systems and the Chief Operating officer reviews the operations of the Company as a whole, hence there is no reportable segments as per Ind AS 108 "Operating Segments". The management considers that the various goods provided by the Company constitutes single business segment, since the risk and rewards from these products are not different from one another. Further the Company operates only in one geographical segment - India (Refer note 28.1)

2. Revenue from two customers of the Company''s manufacturing business are Rs.72,969.52 lakhs (31st March, 2025 Rs. 66,780.30 lakhs from three customers) which is more than 10 percent of the Company''s total revenue. No other single customer contributed 10% or more to the Company''s revenue during the period.

f. Expenditure on corporate social responsibility

As per provisions of section 135 of the Companies Act, 2013, the Company has to incur at least 2% of average net profits of the preceding three financial years towards Corporate Social Responsibility ("CSR"). Accordingly, a CSR committee has been formed for carrying out CSR activities as per the Schedule VII of the Companies Act, 2013. The Company has contributed a sum of Rs.92.00 lakhs (31st March, 2025 : Rs.60.00 lakhs) towards relief activities, education, healthcare and Skill Development purpose. The same is debited to the Statement of Profit and Loss.

The fair value measurement hierarchy of all Company''s financial assets and liabilities is provided under Fair Value Hierarchy

The management assessed that trade receivables, cash and cash equivalent, other bank balances, other financial asset, trade payables and other financial liabilities 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. The following methods and assumptions were used to estimate the fair values:

1) The fair values of the unquoted equity shares have been estimated using a DCF model. The valuation requires management to make certain assumptions about the model inputs, including forecast cash flows, discount rate, credit risk and volatility. The probabilities of the various estimates within the range can be reasonably assessed and are used in management''s estimate of fair value for these unquoted equity investments.

2) There is an active market for the Company''s quoted equity shares.

3) The fair value of other financial assets and liabilities that are not traded in an active market is determined using unobservable inputs in the model, of which the significant unobservable inputs are disclosed in the tables below. Management regularly assesses a range of reasonably possible alternatives for those significant unobservable inputs and determines their impact on the total fair value.

Fair Value Hierarchy

The Company uses the following hierarchy for determining and disclosing the fair value of financial instruments by valuation

technique:

Level 1: Quoted price (unadjusted) in active markets for identical assets or liabilities.

Level 2: Input other than quoted prices included within Level 1 that are observable for the assets or liability, either directly (i.e., as prices) or indirectly (i.e., derived from prices).

Level 3: Input of the assets or liabilities that are not based on observable market data (unobservable inputs)

The following table provides the fair value measurement hierarchy of the Company''s assets and liabilities.

There have been no transfer to Level 1 and Level 2 during the year

In the absence of observable inputs the measure fair value, the assets and liabilities have been classified as level 3. The Company has not given further disclosure since the amount involved is not material

The management considers that the carrying amounts of financial assets and financial liabilities have short term maturities recognised in the financial statements approximates the fair values.

i. Capital management

For the purpose of the Company''s capital management, capital includes issued equity capital and other equity reserves attributable to the equity shareholders. The primary objective of the Company''s capital management is to maximise the shareholder value. The capital structure of the company is based on management''s judgement of the appropriate balance of key elements in order to meet its strategic and day-to-day needs. The Company manages its capital structure and makes adjustments in light of changes in economic conditions and the requirements of the financial covenants. To maintain or

adjust the capital structure, the Company may adjust the dividends payment to shareholders, return capital to shareholders or issue new shares.

The Company''s policy is to maintain a stable and strong capital structure with a focus on total equity so as to maintain investor, creditors and market confidence and to sustain future development and growth of its business. The Company will take appropriate steps in order to maintain, or if necessary adjust, its capital structure.

The Company monitors capital using a gearing ratio, which is net debt divided by total capital plus net debt. The Company includes within net debt, lease liabilities less cash and cash equivalents.

The capital components of the Company is as given below:

Financial risk management

The Company''s principal financial liabilities, comprise borrowings, trade and other payables. The main purpose of these financial liabilities is to finance the Company''s operations and to provide guarantees to support its operations. The Company''s principal financial assets include trade and other receivables and cash and cash equivalents that derive directly from its operations. The Company''s financial risk management is an integral part of how to plan and execute its business strategies.

The Company is exposed to market risk, liquidity risk and credit risk. The Company''s senior management oversees the management of these risks. The senior professionals working to manage the financial risks and the appropriate financial risk governance framework for the Company are accountable to the Board of Directors and the Audit Committee. This process provides assurance to the Company''s senior management that the Company''s financial risk taking activities are governed by appropriate policies and procedures and that the financial risks are identified, measured and managed in accordance with the Company policies and risk objective. The Board of Directors reviews and agrees to policies for managing each of these risks.

I. Market risk

Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises three types of risk: interest rate risk, currency risk and other price risk, such as equity price risk. Financial instruments affected by market risk include investments, loans and borrowings, deposits and derivative financial instruments. The analyses exclude the impact of movements in market variables on the carrying values of gratuity and other post-retirement obligations and provisions.

a) Interest rate risk

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Company''s exposure to the risk of changes in market interest rates relates primarily to the Company''s long-term debt obligations with floating interest rates.

In order to optimize the Company''s position with regards to interest income and interest expenses and to manage the interest rate risk, treasury performs a comprehensive corporate interest rate management by balancing the proportion of fixed rate and floating rate financial instruments in its total portfolio.

The Company is not exposed the significant interest rate as at a respective reporting date.

b) Foreign currency risk

Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes in foreign exchange rates. The Company''s exposure to the risk of changes in foreign exchange rates relates primarily to its operating activities.

c) Equity price risk

At the reporting date, there was no exposure to unlisted preference securities. The Company does not have any financial instrument subject to price risk.

II. Credit risk

Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises principally from the Company''s receivable from customers, foreign exchange transactions, deposits with banks and other financial instruments. The carrying amount of financial assets represent the maximum credit risk exposure.

Trade receivables

The Company''s exposure to credit risk is influenced mainly by the individual characteristics of each customer. However, management also considers the factors that may influence the credit risk of its customer base, including the default risk associated with the industry and country in which customers operate.

The Company primarily has the exposure from following type of customer:

- Original equipment manufacturers (OEMs)

Company has established a policy under which each new OEMs are analysed individually for creditworthiness before goods are sold to them. The Company''s review includes due diligence by analysing financial statements, industry information, promoter''s background and in some cases bank references. In case of sales, the Company has limited its credit exposure to OEMs and dealers by providing a maximum payment period up to 60 days.

The Company''s expected probability of default is nil and all major payments are received on due dates without any significant delays.

The ageing analysis of trade receivables as of the reporting date is given in note 12

The Company establishes an allowance for impairment that represents its expected credit losses in respect of trade receivables, loans and other receivables. The management uses a simplified approach for the purpose of computation of expected credit loss for trade receivables. In monitoring customer credit risk, customers are grouped according to their credit characteristics, including whether they are an individual or legal entity, their geographical location, industry and existence of previous financial difficulties.

Credit risk relating to Trade receivables, Securities given is considered negligible as counterparties are having good credit quality

III. Liquidity risk

Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they become due. The Company manages its liquidity risk by ensuring, as far as possible, that it will always have sufficient liquidity to meet its liabilities when due. Also, the Company has unutilized credit limits with banks.

The Company monitors its risk of a shortage of funds using a liquidity planning tool. The Company''s objective is to maintain a balance between continuity of funding and flexibility through the use of bank overdrafts, bank loans and lease contracts. The Company assessed the concentration of risk with respect to refinancing its debt and concluded it to be low. The Company has access to a sufficient variety of sources of funding and debt maturing within 12 months can be rolled over with existing lenders.

j. Lease

The Company has entered into leases for its commercial premises, duration of such leases is for 0-41 years. These lease agreements are normally renewed on expiry. At the date of commencement of the lease, the Company recognize lease liability for all lease arrangements in which it is a lessee, except for leases with a term of twelve months or less (short-term leases) and low value leases. For these short-term and low value leases, the Company recognizes the lease payments as an operating expense on a straight-line basis over the term of the lease. The rental expense charged to statement of profit and loss is Rs. 35.98 lakhs (31st March 2025: Rs. 30.12 lakhs).

The weighted average incremental borrowing rate applied to lease liabilities recognized in the balance sheet at the date of initial application is 8.40%.

m. Overdraft Facility - HDFC Bank

The Company has taken Working Capital Dropline Overdraft Credit Facility from HDFC Bank with sanctioned amount of Rs 2,000 lakhs for a period of 5 years(valid up to November 2028) repayable in 20 quarterly instalment of Rs. 100 lakhs. The rate of interest is 7.50% linked to T-Bill (variable) and payable at monthly rests. The salient features are stated below:

1. The overdraft limit is secured by the way of (i) First charge on entire current assets including stock of RM, WIP, FG & Stores and Spares & book debt (ii) First Pari-passu charge on Movable Fixed Assets of the Company (iii) Negative Lien on property of Plot no. C506/526, NDR Auto Components Limited, Pioneer Industrial Park, Pathredi, Gurgaon, Haryana 123413.

2. The company has undrawn cash credit facility of Rs. 1027.45 lakhs as on 31st March 2026 (Rs. 1,459 lakhs as on 31st March 2025) from HDFC Bank Limited.

3. The monthly stock statement filed by the Company during the year with banks are in agreement with the books of accounts. Overdraft Facility - ICICI Bank

The Company has renewed Overdraft Facility from ICICI Bank Limited with sanctioned amount of Rs 1,000.00 lakhs valid up to 18th September 2026. The rate of interest stipulated by ICICI Bank is sum of I-MCLR-6M and "Spread" per annum subject to a minimum of I-NCLR-6M, plus applicable statutory levy, if any, on the principal amount of the loan remains outstanding each day. ICICI Bank shall reset the above interest rate, at the end of every 6 months from the account opening date/ limit set-up date/ renewal date as a sum of I-MCLR-6M plus "Spread", prevailing on the reset date plus applicable statutory levy, if any.

The salient features are stated below:

1. The overdraft limit is secured by the way of hypothecation on all movable fixed assets (excluding assets exclusively charged to other lenders), current assets including (i) book debts; (ii) Receivables, both present and future.

2. The company has undrawn cash credit facility of Rs. 651.07 lakhs as on 31st March 2026 (Rs. 856.35 lakhs as on 31st March 2025) from ICICI Bank.

3. The monthly statement filed by the Company during the year with banks are in agreement with the books of accounts.

n. The Company has used accounting software (SAP) for maintaining its books of account which has a feature of recording audit trail facility and the same has operated throughout the year for all relevant transactions recorded in the software except the audit trail is not enabled for direct changes to database using certain access rights. Further no instance of audit trail feature being tampered with was noted in respect of accounting software where the audit trail has been enabled. Additionally, the audit trail of relevant prior years has been preserved by the company as per the statutory requirements for record retention, to the extent it was enabled and recorded in those respective years.

o. The Company plans to carve out its Sunshade business, which is intended to be sold to NDR Hayashi Automotive India Private Limited (NHI) after March 2026. NHI is a newly established joint venture, equally owned by NDR Auto Components Limited (NACL) and Hayashi Telempu Corporation, Japan, each holding a 50% stake.

The key highlights of the proposed transaction are as follows:

i) NACL will carve out and transfer its Sunshade operations.

ii) As part of the carve-out, the plant & machinery and inventory related to the Sunshade business will be transferred to NHI

iii) NHI will pay consideration to NACL for the transfer.

iv) The sale is expected to be completed within the next 3 months.

This transaction is subject to board approval. Accordingly, pending such approval and the execution of any formal agreement between the parties, the management has not disclosed this as Assets held for sale or discontinuing operations as at March 31, 2026.

p. Other Statutory Information

1. The Company does not have any Benami property, where any proceeding has been initiated or pending against the Company for holding benami property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and Rules made thereunder.

2. The Company has not been declared as wilful defaulter by any bank or financial institution or other lender.

3. The Company has no transactions with the companies struck off under section 248 of Companies Act, 2013.

4. The Company has complied with the number of layers prescribed under the Companies Act, 2013.

5. The Company has not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding that the Intermediary shall:

a. directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company (Ultimate Beneficiaries) or

b. provide any guarantee, security or the like to or on behalf of the ultimate beneficiaries

6. The Company has not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) with the understanding (whether recorded in writing or otherwise) that the Company shall:

a. directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (Ultimate Beneficiaries) or

b. provide any guarantee, security or the like on behalf of the ultimate beneficiaries

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

8. The Company has not traded or invested in crypto currency or virtual currency during the current or previous year.

9. 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.

10. The Company do not have any charge or satisfaction which is yet to be registered with the Registrar of Companies beyond the statutory period.

11. The borrowings obtained by the Company from banks and financial institutions have been applied for the purposes for which such loans were was taken.

12. The Company has not entered into any scheme of arrangement which has an accounting impact on current or previous financial year.

q. The amendments to the standards that are notified by the Ministry of Corporate Affairs (MCA), but not yet effective, up to the date of issuance of the Company''s financial statements are disclosed below. The Company will adopt these amendments to the standards, when they become effective.

Amendments to Ind AS 1 - Classification of Liabilities as Current or Non-current and Non-current Liabilities with Covenants and Ind AS 10 Events after the Reporting Period

Ind AS 10 has been amended to remove the previous treatment under which a lender''s post reporting date waiver - granted before the financial statements were approved for issue - of a breach of a material covenant in a long term loan arrangement that occurred on or before the end of the reporting period, resulting in the liability becoming payable on demand at the reporting date, was regarded as an adjusting event.

For annual reporting periods beginning on or after 1 April 2026, any breach of a covenant - whether material or immaterial -occurring on or before the reporting date will, in accordance with Ind AS 1, require the related liability to be classified as current, unless the lender has granted a waiver of the breach on or before the reporting date and has agreed not to demand repayment for at least 12 months after the reporting date as a consequence of the breach. Such a waiver shall be treated as an adjusting event.

The amendments are effective for annual reporting periods beginning on or after 1 April 2026 retrospectively in accordance with Ind AS 8.


Mar 31, 2025

3.8 Provisions, Contingent liabilities and contingent assets:

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. Provisions
are determined by discounting the expected future cash flows (representing the best estimate of the expenditure required to
settle the present obligation at the balance sheet date) at a pre-tax rate that reflects current market assessments of the time
value of money and the risks specific to the liability. The unwinding of the discount is recognised as finance cost.

Warranties: The estimated liability for product warranties is recorded when products are sold. These estimates are established
using historical information on the nature, frequency and average cost of warranty claims and management estimates
regarding possible future incidence based on corrective actions on product failures. The timing of outflows will vary as and
when warranty claim will arise. In addition, specific provision is also made against customer claims for manufacturing.

Site restoration (decommissioning liability): The Company records a provision for site restoration costs to be incurred for the
restoration of leasehold land at the end of the lease period. The provision is measured at the present value of the best estimate
of the expected costs to settle the obligation and recognised as part of the cost of property, plant and equipment/ right-of-
use assets. The estimated future costs of decommissioning are reviewed annually and adjusted as appropriate. Changes in the
estimated future costs or in the discount rate applied are added to or deducted from the costs of the asset and site restoration
obligation.

Litigations: Provision in respect of loss contingencies relating to claims, litigation, assessment, fines, penalties, etc. are
recognised when it is probable that a liability has been incurred and the amount can be estimated reliably.

When the Company expects some or all of a provision to be reimbursed, the reimbursement is recognised as a separate asset,
but only when the reimbursement is virtually certain.

The expense relating to a provision is presented in the statement of profit and loss, net of any reimbursement. If the effect of
the time value of money is material, provisions are discounted using a current pre-tax rate that reflects, when appropriate, the

risks specific to the liability. The unwinding of discount is recognised in the statement of profit and loss as a finance cost.

Provisions are reviewed at the end of each reporting period and adjusted to reflect the current best estimate. If it is no longer
probable that an outflow of resources would be required to settle the obligation, the provision is reversed.

Contingent liabilities are disclosed when there is a possible obligation arising from past events, the existence of which will be
confirmed only by the occurrence or non occurrence of one or more uncertain future events not wholly with in the control of
the Company or a present obligation that arises from past events where it is either not probable that an outflow of resources
will be required to settle or a reliable estimate of the amount cannot be made.

3.9 Financial instruments:

A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or equity instrument
of another entity. Financial assets and financial liabilities are recognised when the Company becomes a party to the contractual
provisions of the instruments.

Financial asset and financial liabilities are initially measured at fair value. Transaction cost which are directly attributable to
the acquisition or issue of financial instruments (other than financial assets and financial liabilities at fair value through profit
or loss) are added to or deducted from the fair value of the financial assets or financial liabilities, as appropriate, on initial
recognition. Transaction cost directly attributable to the acquisition of financial assets financial liabilities at fair value through
profit or loss are recognised immediately in profit or loss. Subsequently, financial instruments are measured according to the
category in which they are classified.

(a) Financial Assets

All purchases or sales of financial assets are recognised and derecognised on a trade date basis. Regular way purchases or
sales are purchases or sales of financial assets that require delivery of assets within the time frame established by regulation or
convention in the market place.

All recognised financial assets are subsequently measured in their entirely at either amortised cost or fair value, depending on
the classification of the financial assets.

Classification of financial assets

Classification of financial assets depends on the nature and purpose of the financial assets and is determined at the time of
initial recognition.

The Company classifies its financial assets in the following measurement categories:

• those to be measured subsequently at fair value (either through other comprehensive income, or through profit or loss), and

• those measured at amortised cost

The classification depends on the entity''s business model for managing the financial assets and the contractual terms of the
cash flows.

A financial asset that meets the following two conditions is measured at amortised cost unless the asset is designated at fair
value through profit or loss under the fair value option:

• Business model test : the objective of the Company''s business model is to hold the financial asset to collect the contractual
cash flows.

• Cash flow characteristic test : the contractual term of the financial asset give rise on specified dates to cash flows that are
solely payments of principal and interest on the principal amount outstanding.

A financial asset that meets the following two conditions is measured at fair value through other comprehensive income unless
the asset is designated at fair value through profit or loss under the fair value option:

• Business model test : the financial asset is held within a business model whose objective is achieved by both collecting cash
flows and selling financial assets.

• Cash flow characteristic test : the contractual term of the financial asset gives rise on specified dates to cash flows that are
solely payments of principal and interest on the principal amount outstanding.

All other financial assets are measured at fair value through profit or loss.

Equity investment in associates and joint ventures

Investments representing equity interest in associates and joint ventures are carried at cost less any provision for impairment.
Investments are reviewed for impairment if events or changes in circumstances indicate that the carrying amount may not be
recoverable.

Financial assets at fair value through profit or loss (FVTPL)

Financial assets that do not meet the amortised cost criteria or fair value through other comprehensive income criteria are
measured at fair value through profit or loss. A financial asset that meets the amortised cost criteria or fair value through
other comprehensive income criteria may be designated as at fair value through profit or loss upon initial recognition if such
designation eliminates or significantly reduces a measurement or recognition inconsistency that would arise from measuring
assets and liabilities or recognising the gains or losses on them on different bases.

Financial assets which are fair valued through profit or loss are measured at fair value at the end of each reporting period, with
any gains or losses arising on remeasurement recognised in profit or loss.

Trade receivables

Trade receivables are recognised initially at transaction price and subsequently measured at amortised cost less provision for
impairment.

Impairment of financial assets

The Company assesses impairment based on expected credit losses (ECL) model to the following :

• financial assets measured at amortised cost; e.g. security deposits, trade receivables, bank balance, other financial assets etc.

• financial assets measured at fair value through other comprehensive income
Expected credit loss are measured through a loss allowance at an amount equal to:

• the twelve month expected credit losses (expected credit losses that result from those default events on the financial
instruments that are possible within twelve months after the reporting date); or

• life time expected credit losses (expected credit losses that result from all possible default events over the life of the financial
instrument).

For trade receivables or any contractual right to receive cash or another financial asset that result from transactions that are
within the scope of Ind AS 115, the Company always measures the loss allowance at an amount equal to lifetime expected
credit losses.

Derecognition of financial assets

A financial asset is derecognised only when

• The right to receive the cash flows from the asset has expired or,

• The Company has transferred the rights to receive cash flows from the financial asset or,

• Retains the contractual rights to receive the cash flows of the financial asset, but assumes a contractual obligation to pay the
cash flows to one or more recipients.

Foreign exchange gains and losses:

The fair value of financial assets denominated in a foreign currency is determined in that foreign currency and translated at the
exchange rate at the end of each reporting period. For foreign currency denominated financial assets measured at amortised
cost or fair value through profit or loss the exchange differences are recognised in profit or loss except for those which are
designated as hedge instrument in a hedging relationship.

Further change in the carrying amount of investments in equity instruments at fair value through other comprehensive income
relating to changes in foreign currency rates are recognised in other comprehensive income.

(b) Financial liabilities and equity instruments
Classification of debt or equity

Debt or equity instruments issued by the Company are classified as either financial liabilities or as equity in accordance with the
substance of the contractual arrangements and the definitions of a financial liability and an equity instrument.

Equity instruments

An equity instrument is any contract that evidences a residual interest in the assets of an entity after deducting all of its
liabilities. Equity instruments issued by the Company are recognised at the proceeds received, net of direct issue costs.

Financial liabilities

All financial liabilities are subsequently measured at amortised cost using the effective interest rate method or at fair value
through profit or loss.

Trade and other payables

Trade and other payables represent liabilities for goods or services provided to the Company prior to the end of financial year
which are unpaid.

Borrowings

Borrowings are initially recognised at fair value, net of transaction cost incurred. Borrowings are subsequently measured at
amortised cost. Any difference between the proceeds (net of transaction cost) and the redemption amount is recognised in
profit or loss over the period of borrowings using the effective rate method.

Borrowings are removed from the balance sheet when the obligation specified in the contract is discharged, cancelled or
expired. The difference between the carrying amount of a financial liability that has been extinguished or transferred to another
party and the consideration paid, including any non-cash assets transferred or liabilities assumed, is recognised in profit or loss.

Foreign exchange gains or losses

For financial liabilities that are denominated in a foreign currency and are measured at amortised cost at the end of each
reporting period, the foreign exchange gains and losses are determined based on the amortised cost of the instruments and
are recognised in profit or loss.

The fair value of financial liabilities denominated in a foreign currency is determined in that foreign currency and translated at
the exchange rate at the end of the reporting period. For financial liabilities that are measured as at fair value through profit or
loss, the foreign exchange component forms part of the fair value gains or losses and is recognised in profit or loss.

Derecognition of financial liabilities

The Company derecognises financial liabilities when, and only when, the Company''s obligations are discharged, cancelled or
have expired.

3.10 Taxes:

Income tax expense represents the sum of the tax currently payable and deferred tax.

Current tax

The tax currently payable is based on taxable profit for the period. Taxable profit differs from ''profit before tax'' as reported
in the statement of profit and loss because of items of income or expense that are taxable or deductible in other years and
items that are never taxable or deductible. The Company''s current tax is calculated using tax rates that have been enacted or
substantively enacted by the end of the reporting period.

Deferred tax

Deferred tax is recognised on temporary differences between the carrying amounts of assets and liabilities in the financial
statements and the corresponding tax bases used in the computation of taxable profits. Deferred tax liabilities are recognised
for all taxable temporary differences. Deferred tax assets are recognised for all deductible temporary differences and incurred
tax losses to the extent that it is probable that taxable profits will be available against which those deductible temporary
differences can be utilised. Such deferred tax assets and liabilities are not recognised if the temporary difference arises from the
initial recognition (other than in a business combination) of assets and liabilities in a transaction that affects neither the taxable
profit nor the accounting profit.

The carrying amount of deferred tax assets is reviewed at the end of each reporting period and reduced to the extent that it is
no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered.

Deferred tax liabilities and assets are measured at the tax rates that are expected to apply in the period in which the liability is
settled or the asset is realised, based on tax rates (and tax laws) that have been enacted or substantively enacted by the end of
the reporting period.

The measurement of deferred tax liabilities and assets reflects the tax consequences that would follow from the manner in
which the Company expects, at the end of the reporting period, to recover or settle the carrying amount of its assets and
liabilities.

Current and deferred tax for the period

Current and deferred tax are recognised in profit or loss, except when they relate to items that are recognised in other
comprehensive income or directly in equity, in which case, the income taxes are also recognised in other comprehensive
income or directly in equity respectively.

3.11 Revenue recognition and presentation:

Revenue from sale of goods is recognised at the point in time when control of the asset is transferred to the customer, generally
on delivery of the goods. Revenue is measured at the amount of consideration which the Company expects to be entitled to in
exchange for transferring distinct goods to a customer as specified in a contract, excluding amounts collected on behalf of third
parties (for example, taxes and duties collected on behalf of the Government). A receivable is recognized upon satisfaction of
performance obligations as per the contracts.

To determine whether to recognise revenue, the Company follows a 5-step process:

1. Identifying the contract with a customer

2. Identifying the performance obligations

3. Determining the transaction price

4. Allocating the transaction price to the performance obligations

5. Recognising revenue when/as performance obligation(s) are satisfied.

Use of significant judgements in Revenue Recognition

Judgement is required to determine the transaction price for the contract. The transaction price could be either a fixed
amount of consideration or variable consideration with elements such as volume discounts, price concessions, incentives
etc. If the consideration in a contract includes a variable amount, the Company estimates the amount of consideration to
which it will be entitled in exchange for transferring the goods to the customer. The variable consideration is estimated at
contract inception and constrained until it is highly probable that a significant revenue reversal in the amount of cumulative
revenue recognised will not occur when the associated uncertainty with the variable consideration is subsequently resolved.
The contracts for the sale of goods provide price revision receivable from/payable to customers on account of change of
commodity prices/purchase price and these prices escalations and relaxations give rise to variable consideration. Contract
revenue includes price revision received/receivable from customers and similarly, price revision for material purchased or
payable to vendors has also been included in purchases.

Other Revenue

Dividend income is recognized when the right to receive payment is established.

Interest income from a financial assets are recognized using effective interest rate method.

Claims receivables on account of insurance are accounted for to the extent the Company is reasonably certain of their ultimate
collection.

3.12 Borrowing costs:

Borrowing cost includes interest and other costs incurred in connection with the borrowing of funds and charged to the
statement of Profit & Loss on the basis of effective interest rate. The ''effective interest rate'' is the rate that exactly discounts the
estimated future cash payments throughout the expected life of the financial instrument to the amortised cost of the financial
liability. In calculating interest expense, the effective interest rate is applied to the amortised cost of the liability.

Borrowing costs directly attributable to acquisition or construction of an asset which necessarily take a substantial period of
time to get ready for their intended use are capitalized as a part of cost of the asset. Other borrowing costs are recognised as
an expense in the period in which they are incurred.

Interest income earned on the temporary investment of specific borrowings pending their expenditure on qualifying assets are
deducted from the borrowing costs eligible for capitalisation.

3.13 Operating segment:

An operating segment is a component of the Company that engages in business activities from which it may earn revenues
and incur expenses, including revenues and expenses that relate to transactions with any of the Company''s other components,
and for which discrete financial information is available. All operating segments'' operating results are reviewed regularly by the
Company''s CODM to make decisions about resources to be allocated to the segments and assess their performance.

The operations of the Company falls under manufacturing & trading of auto component parts, which is considered to be the
only reportable segment by the Company''s CODM.

3.14 Cash and cash equivalents:

For the purpose of presentation in the statement of cash flows, cash and cash equivalents include cash in hand, demand
deposits held with banks, other short-term highly liquid investments with original maturities of three months or less that are
readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value, and bank
overdrafts.

3.15 Earnings per share (EPS):

Basic earnings per share are calculated by dividing the net profit/ (loss) for the period attributable to equity shareholders by the
weighted average number of equity shares outstanding during the period. Diluted earning per share is computed using the
weighted average number of equity and dilutive equity equivalent shares outstanding during the period end, except where
the results would be anti-dilutive.

4 Disclosure of material accounting policy

Pursuant to the amendment in the Companies (Indian Accounting Standards) Amendments Rules 2023 issued by MCA on
March 31,2023 effective from April 1,2023. Accordingly, during the previous year the company had evaluated the amendment
of disclosing their material accounting policies in place of significant accounting policies and the impact of the amendment
was insignificant to the company''s financial statement.

Note: * Pursuant to approval given by its Shareholders in Annual General Meeting held on 19th July 2023, the company have
issued 59,46,326 fully paid up bonus equity share of Rs 10/- each in the ratio of 1(one) equity share of Rs. 10/- for every 1 (One)
existing equity shares of Rs. 10/- each. Consequent to the allotment of shares dated 25th July, 2023, the issued, subscribed and
paid up capital of the Company has increased to a sum of Rs. 1,189.27 lakhs by capitalising a sum of Rs. 594.63 lakhs from free
reserves.

# Pursuant to approval given by the Shareholders through postal ballot notice dated 8th August 2024, results of which were
declared on 13th September 2024 (date of approval of shareholders was 12th Sept 2024 i.e. last date of e-voting), the company
have issued 1,18,92,652 fully paid up bonus equity share of Rs 10/- each in the ratio of 1(one) equity share of Rs. 10/- for every
1 (One) existing equity shares of Rs. 10/- each. Consequent to the allotment of shares dated 27th September, 2024, the issued,
subscribed and paid up capital of the Company has increased to a sum of Rs. 2,378.53 lakhs by capitalising a sum of Rs. 1,189.27
lakhs from free reserves.

II) Measurement of fair value

Level 1: Quoted prices in the active market. This level of hierarchy includes financial assets that are measured by
reference to quoted prices in the active market.

Level 2: Valuation techniques with observable inputs. This level of hierarchy includes items measured using inputs
other than quoted prices included within Level 1 that are observable for such items, either directly or indirectly.

Level 3: Valuation techniques with unobservable inputs. This level of hierarchy includes items measured using
inputs that are not based on observable market data (unobservable inputs). Fair value determined in whole or in
part, using a valuation model based on assumptions that are neither supported by prices from observable current
market transactions in the same instruments nor based on available market data.

The fair value of the financial assets are determined at the amount that would be received to sell an asset in an
orderly transaction between market participants. The following methods and assumptions were used to estimate
the fair values:

(i) Unquoted equity and other investments: Fair value of same has not been derived as in the opinion of directors
the carrying amounts of these investments approximate their fair values.

(ii) Fair value of trade receivables, other current financial assets, trade payables, other current financial liabilities
approximate their carrying amount, largely due to the short-term nature of these instruments.

III) Discount rate used in determining fair value

The interest rate used to discount estimated future cash flows, where applicable, are based on the incremental
borrowing rate of borrower which in case of financial liabilities is average market cost of borrowings of the
Company and in case of financial asset is the average market rate of similar credit rated instrument. The Company
maintains policies and procedures to value financial assets or financial liabilities using the best and most relevant
data available.

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.

h. Capital management

The Company''s policy is to maintain a strong capital base so as to maintain confidence of investors, bankers, customers
and vendors and to sustain future development of the business. The management monitors the return on capital and also
monitors capital using a ratio of ''adjusted net debt'' to ''equity'' For this purpose, adjusted net debt is defined as total debts
(including lease liability) less cash and cash equivalents. Equity comprises all components of equity.

i. Financial risk management

The Company has exposure to the following risks arising from financial instruments:

- Market risk

- Credit risk

- Liquidity risk

Risk management framework:

The Company''s principal financial liabilities other than derivatives comprise trade and other payables, employees related
payables, interest accrued, security deposit and others. The main purpose of these financial liabilities is to finance the
Company''s operations and to provide guarantees to support its operations.

The Company''s principal financial assets includes security deposits, trade receivables, cash and cash equivalents, deposits

with banks, interest accrued in deposits, receivables from related and other parties and interest accrued thereon.

The Company''s senior level management assess these risks and is supported by Treasury department that advises on the
appropriate financial risk governance framework.

All derivative activities for risk management purposes are carried out in line with the policy duly approved by board of
directors. The execution of the policy is done by treasury department which has appropriate skills, experience and
supervision.

I. Market risk

Market risk is the risk that changes in market prices - such as foreign exchange rates - will affect the Company''s financial
position or the value of its holdings of financial instruments. The objective of market risk management is to manage and
control market risk exposure within acceptable parameters, while optimizing the return. The Company uses derivatives
to manage market risks. All such transactions are carried out within the guidelines set by the Company.

II. Credit risk

Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet
its contractual obligations, and arises principally from the Company''s receivable from customers, foreign exchange
transactions, deposits with banks and other financial instruments. The carrying amount of financial assets represent the
maximum credit risk exposure.

Trade receivables

The Company''s exposure to credit risk is influenced mainly by the individual characteristics of each customer. However,
management also considers the factors that may influence the credit risk of its customer base, including the default risk
associated with the industry and country in which customers operate.

The Company primarily has the exposure from following type of customer:

- Original equipment manufacturers (OEMs)

Company has established a policy under which each new OEMs are analysed individually for creditworthiness before
goods are sold to them. The Company''s review includes due diligence by analysing financial statements, industry
information, promoter''s background and in some cases bank references. In case of sales, the Company has limited its
credit exposure to OEMs and dealers by providing a maximum payment period up to 60 days.

The Company''s expected probability of default is nil and all major payments are received on due dates without any
significant delays.

The ageing analysis of trade receivables as of the reporting date is given in note no. 12

The Company establishes an allowance for impairment that represents its expected credit losses in respect of trade
receivables, loans and other receivables. The management uses a simplified approach for the purpose of computation
of expected credit loss for trade receivables. In monitoring customer credit risk, customers are grouped according to
their credit characteristics, including whether they are an individual or legal entity, their geographical location, industry
and existence of previous financial difficulties.

The impairment provisions for financial assets disclosed are based on assumptions about risk of default and expected
loss rates. The Company uses judgement in making these assumptions and selecting the inputs to the impairment
calculation, based on the Company''s past history, existing market conditions as well as forward looking estimates at the
end of each reporting period.

III. Liquidity risk

Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial
liabilities that are settled by delivering cash or another financial asset. The Company''s approach to managing liquidity
is to ensure, as far as possible, that it will have sufficient liquidity to meet its liabilities, when they are due, under both
normal and stressed conditions, without incurring unacceptable losses or risking damage to the Company''s reputation.

The Company''s primary sources of liquidity include cash deposits, borrowings, undrawn committed credit facilities and
cash flow from operating activities. The Company seeks to increase income from its existing operations by maintaining
quality standards for its goods and services while reducing the related costs and by controlling operating expenses.

Consequently, the Company believes its revenue, along with proceeds from financing activities will continue to
provide the necessary funds to cover its short term liquidity needs. In addition, the Company projects cash flows and
considering the level of liquid assets necessary to meet these, monitoring balance sheet liquidity ratios against internal
and external regulatory requirements and maintaining debt financing plans. However, material changes in the factors
described above may adversely affect the Company''s net cash flows.

j. Lease

The Company has entered into leases for its commercial premises, duration of such leases is for 0-9 years. These lease
agreements are normally renewed on expiry. At the date of commencement of the lease, the Company recognize lease
liability for all lease arrangements in which it is a lessee, except for leases with a term of twelve months or less (short-term
leases) and low value leases. For these short-term and low value leases, the Company recognizes the lease payments as an
operating expense on a straight-line basis over the term of the lease. The rental expense charged to statement of profit and
loss is Rs. 30.12 lakhs (31st March 2024: Rs. 6.90 lakhs).

The weighted average incremental borrowing rate applied to lease liabilities recognized in the balance sheet at the date of
initial application is 8.30%.

Set out below are the carrying amounts of lease liabilities and the movements during the year :-

m. Overdraft Facility - HDFC Bank

During the previous year, the Company had taken Working Capital Dropline Overdraft Credit Facility from HDFC Bank with
sanctioned amount of Rs 2,000 lakhs for a period of 5 years(valid up to November 2028) repayable in 20 quarterly instalment
of Rs. 100 lakhs. The rate of interest is 8.75% linked to T-Bill (variable) and payable at monthly rests.

The salient features are stated below:

1. The overdraft limit is secured by the way of (i) First charge on entire current assets including stock of RM, WIP, FG &
Stores and Spares & book debt (ii) First Pari-passu charge on Movable Fixed Assets of the Company (iii) Negative Lien on
property of Plot no. C506/526, NDR Auto Components Ltd, Pioneer Industrial Park, Pathredi, Gurgaon, Haryana 123413.

2. The company has undrawn cash credit facility of Rs. 1,459 lakhs from HDFC Bank Limited as on 31st March 2025.

3. The monthly stock statement filed by the Company during the year with banks are in agreement with the books of
accounts.

4. The Company has not defaulted on Overdraft amount payable.

5. The Company has utilised its overdraft facility for the sanctioned purpose.

6. The Company had capitalised interest amounting to Rs. 17.06 lakhs from HDFC Bank Limited during the previous
financial year.

n. Overdraft Facility - ICICI Bank

During the year, the Company has renewed Overdraft Facility from ICICI Bank Limited with sanctioned amount of Rs 1,000.00
lakhs valid up to 23rd Sept 2025. The rate of interest stipulated by ICICI Bank is sum of I-MCLR-6M and "Spread" per annum
subject to a minimum of I-NCLR-6M, plus applicable statutory levy, if any, on the principal amount of the loan remains
outstanding each day. ICICI Bank shall reset the above interest rate, at the end of every 6 months from the account opening
date/ limit set-up date/ renewal date as a sum of I-MCLR-6M plus "Spread", prevailing on the reset date plus applicable
statutory levy, if any.

The salient features are stated below:

1. The overdraft limit is secured by the way of hypothecation over Plant and Machinery, Inventory and Receivable of the
borrower, both present and future.

2. The monthly statement filed by the Company during the year with banks are in agreement with the books of accounts.

3. The Company has not defaulted on Overdraft amount payable.

4. The Company has utilised its overdraft facility for the sanctioned purpose.

5. In case of any change in the regulatory requirements by the regulator applicable to the Facility pertaining to provisioning
norms and/or risk weightage, then ICICI Bank may revise the Spread to reflect the regulatory change, subject to extent
of RBI guidelines.

o. In view of the management, the current assets (financial & other) have a value on realization in the ordinary course of
business at least equal to the amount at which they are stated in the balance sheet.

p. During the financial year 2023-24, the Income Tax Department (''the department'') conducted a search under section 132 of
the Income Tax Act, 1961 at certain premises of the Company including manufacturing locations and residence of few of its
employees/key managerial personnel.

Subsequently, the Company received notices from the Department requesting details of specific transactions and
documents from prior years. In response, the Company submitted the required information, pursuant to which the Company
has received demand orders amounting to Rs. 502.20 Lakhs (excluding penalties) for the Assessment Years from 2020-21 to
2024-25, along with a penalty demand order of Rs. 94.68 lakhs for the Assessment Year 2022-23. For assessment years other
than 2022-23, the amount of penalty & further interest is not ascertainable at this stage.

The Company has filed appeals against the demand orders received from the department with the Commissioner of Income
Tax (Appeals) for the AY 2021-22 to 2024-25 and will file the rectification request for AY 2020-21. As per Company''s own
assessment and also based on legal opinion, management is confident of favourable outcome for such appeals. Pending
outcome of appeal proceedings, no adjustment has been made to these financial statements and the said demand amount
has been disclosed as contingent liability in note no 27 to the financial statement.

q. The company had received showcase cum demand notice, from DGGI, dated November 29, 2024 in respect of supplies made
under HSN 94012000 and alleged that the products namely Trim set Seat Cover and Frame Assembly to be covered under

HSN 8714 10 10 @ 28% and not under HSN 9401 @18% and raised demand of Rs. 496.26 Lakhs with interest for the period
April 2020 to January 2024.

However, To avoid any dispute for the past period and without prejudice to company''s legal rights, the company had
deposited Rs. 496.26 Lakhs on the supply of instant seat parts i.e. seats meant for two wheeled motor vehicle made during
the period from April 2020 to 15th January 2024 under protest at the time of filing of GSTR 3B for the month of January,
2024 filed on 19th February 2024 and requested for opportunity of a personal hearing on this matter in accordance with the
principals of nature justice.

r. The Company has used accounting software for maintaining its books of account which has a feature of recording audit trail
(edit log) facility and the same has been operated throughout the year for all relevant transactions recorded in the software.
The audit trail(edit log) feature enabled at database level with effect from 19-May-2024. Further, there were no instance of
audit trail(edit log) feature being tampered with at transaction level and database level. Additionally, the audit trail of prior
year (whatever was enabled) has been preserved by the Company as per the statutory requirements for record retention.

s. (i) The Company does not have any Benami property, where any proceeding has been initiated or pending against the

Company for holding any Benami property.

(ii) The Company does not have any transactions with struck off companies.

(iii) The Company does not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory
period,

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

(v) The Company have not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign
entities (Intermediaries) with the understanding at the Intermediary shall;

(a) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf
of the Company (Ultimate Beneficiaries) or

(b) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries

(vi) The Company have not received any fund from any persons or entities, including foreign entities (Funding Party) with
the understanding (whether recorded in writing or otherwise) that the Company shall:

(a) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf
of the Funding Party (Ultimate Beneficiaries) or

(b) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries,

(vii) The lender of the company has not declared company as willful defaulter and also company has not defaulted in loan
repayment of loan to the lenders.

(viii) There is no transaction which are not recorded in the books of account that has been surrendered or disclosed as
income during the year in the tax assessments under the Income Tax Act, 1961.

(ix) The Company did not have any long-term contracts including derivative contracts, for which there were any material
foreseeable losses.

t. Events occurring after balance sheet date:

There are no major events which has occurred after the balance sheet date.

u. Note no. 1 to 37 pertaining to balance sheet and statement of profit and loss form an integral part of the financial statements.

As per our report of even date For and on behalf of Board of Directors

For S S KOTHARI MEHTA & CO. LLP ROHIT RELAN PRANAV RELAN

Chartered Accountants CO-CHAIRMAN & DIRECTOR WHOLE TIME DIRECTOR

ICAI Registration No. 000756N/N500441 DIN: 00257572 DIN: 07177944

VIVEK RAUT VIKRAM KRISHAN RATHI RAJAT BHANDARI

Partner CHIEF FINANCIAL OFFICER EXECUTIVE DIRECTOR AND

Membership no. 097489 COMPANY SECRETARY

DIN:02154950

Place : New Delhi Place : Gurugram

Date : May 09, 2025 Date : May 09, 2025


Mar 31, 2024

(c) Terms/rights attached to equity shares

(i) The Company has only one class of equity shares having a par value of Rs. 10 per share. Each shareholder is entitled to one vote per share. The Company declares and pays dividends in Indian rupees. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing annual general meeting. In the event of liquidation of the Company, the holders of equity shares will be entitled to receive any of the remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity

Note: Pursuant to approval given by its Shareholders in Annual General Meeting held on 19th July 2023, the company have issued 59,46,326 fully paid up bonus equity share of Rs 10/- each in the ratio of 1(one) equity share of Rs. 10/- for every 1 (One) existing equity shares of Rs. 10/- each. Consequent to the allotment of shares dated 25th July, 2023, the issued, subscribed and paid up capital of the Company has increased to a sum of Rs. 1,189.27 lakhs by capitalising a sum of Rs. 594.63 lakhs from free reserves.

b. Defined Benefit Plan

The Company has a defined benefit gratuity plan. Every employee who has completed five years or more of service gets a gratuity on departure at 15 days salary (last drawn salary) for each completed year of service. The scheme is funded with the Life Insurance Corporation of India in the form of a qualifying insurance policy.

The following tables summarize the components of net benefit expense recognised in the other comprehensive income in the statement of the profit and loss and the funded status and amounts recognised in the balance sheet for the respective plans:

x) The estimates of rate of escalation in salary considered in actuarial valuation are after taking into account inflation, seniority, promotion and other relevant factors including supply and demand in the employment market. The above information is as certified by the Actuary.

xi) Discount rate is based on the prevailing market yields of Indian Government securities as at the balance sheet date for the estimated term of the obligations.

xii) The sensitivity analyses above have been determined based on a method that extrapolates the impact on defined benefits obligation as a result of reasonable changes in key assumption occurring at the end of the reporting period.

xiii) The plan assets are maintained with Life Insurance Corporation of India (LIC). c. The Company has also provided for leave encashment which is unfunded.

The following table summarize the amount recognised as expense in the statement of profit or loss and the total outstanding

balance of and sick leaves as at 31st March, 2024

The transactions with related parties are made 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. There have been no guarantees provided or received for any related party receivables or payables. For the year ended March 31,2024 the Company has not recorded any impairment of receivables relating to amounts owed by related parties. This assessment is undertaken each financial year through examining the financial position of the related party and the market in which the related party operates.

e. Segment Information

1. In line with the provision of Ind AS 108- Operating Segments and on the basis of review of operations being done by the board of directors of the Company (which has been identified as the Chief Operating Decision Maker (CODM) who evaluates the Company''s performance, allocates resources based on the analysis of the various performance indicator of the Company as a single unit), the operations of the Company falls under manufacturing of auto component parts, which is considered to be the only business reportable segment. further, the Company operates only in one geographical segment - India. (Refer to note no. 28.1)

2. Major Customer: Revenue from two customers of the Company''s manufacturing business are Rs. 54,964.51 lakhs (31st March 2023 Rs. 37,982.87 lakhs) which is more than 10 percent of the Company''s total revenue. No other single customer contributed 10% or more to the Company''s revenue during the period.

f. Expenditure on corporate social responsibility

As per provisions of section 135 of the Companies Act, 2013, the Company has to incur at least 2% of average net profits of the preceding three financial years towards Corporate Social Responsibility ("CSR"). The Company has contributed a sum of Rs. 35 lakhs (31st March, 2023: Rs. 15 lakhs) towards education . The same is debited to the Statement of Profit and Loss.

II) Measurement of fair value

Level 1: Quoted prices in the active market. This level of hierarchy includes financial assets that are measured by reference to quoted prices in the active market.

Level 2: Valuation techniques with observable inputs. This level of hierarchy includes items measured using inputs other than quoted prices included within Level 1 that are observable for such items, either directly or indirectly.

Level 3: Valuation techniques with unobservable inputs. This level of hierarchy includes items measured using inputs that are not based on observable market data (unobservable inputs). Fair value determined in whole or in part, using a valuation model based on assumptions that are neither supported by prices from observable current market transactions in the same instruments nor based on available market data.

The fair value of the financial assets are determined at the amount that would be received to sell an asset in an orderly transaction between market participants. The following methods and assumptions were used to estimate the fair values:

(i) Unquoted equity and other investments: Fair value of same has not been derived as in the opinion of directors the carrying amounts of these investments approximate their fair values.

(ii) Fair value of trade receivables, other current financial assets, trade payables, other current financial liabilities approximate their carrying amount, largely due to the short-term nature of these instruments.

III) Discount rate used in determining fair value

The interest rate used to discount estimated future cash flows, where applicable, are based on the incremental borrowing rate of borrower which in case of financial liabilities is average market cost of borrowings of the Company and in case of financial asset is the average market rate of similar credit rated instrument. The Company maintains policies and procedures to value financial assets or financial liabilities using the best and most relevant data available.

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.

h. Capital management

The Company''s policy is to maintain a strong capital base so as to maintain confidence of investors, bankers, customers and vendors and to sustain future development of the business. The management monitors the return on capital and also monitors capital using a ratio of ''adjusted net debt'' to ''equity'' For this purpose, adjusted net debt is defined as total debts (including lease liability) less cash and cash equivalents. Equity comprises all components of equity.

i. Financial risk management

The Company has exposure to the following risks arising from financial instruments:

- Market risk

- Credit risk

- Liquidity risk

Risk management framework:

The Company''s principal financial liabilities other than derivatives comprise trade and other payables, employees related payables, interest accrued, security deposit and others. The main purpose of these financial liabilities is to finance the Company''s operations and to provide guarantees to support its operations.

The Company''s principal financial assets includes security deposits, trade receivables, cash and cash equivalents, deposits with banks, interest accrued in deposits, receivables from related and other parties and interest accrued thereon.

The Company''s senior level management assess these risks and is supported by Treasury department that advises on the appropriate financial risk governance framework.

All derivative activities for risk management purposes are carried out in line with the policy duly approved by board of directors. The execution of the policy is done by treasury department which has appropriate skills, experience and supervision.

A. Market risk

Market risk is the risk that changes in market prices - such as foreign exchange rates - will affect the Company''s financial position or the value of its holdings of financial instruments. The objective of market risk management is to manage and control market risk exposure within acceptable parameters, while optimizing the return. The Company uses derivatives to manage market risks. All such transactions are carried out within the guidelines set by the Company.

B. Credit risk

Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises principally from the Company''s receivable from customers, foreign exchange transactions, deposits with banks and other financial instruments. The carrying amount of financial assets represent the maximum credit risk exposure.

i) Trade receivables

The Company''s exposure to credit risk is influenced mainly by the individual characteristics of each customer. However, management also considers the factors that may influence the credit risk of its customer base, including the default risk associated with the industry and country in which customers operate.

The Company primarily has the exposure from following type of customer:

- Original equipment manufacturers (OEMs)

Company has established a policy under which each new OEMs are analysed individually for creditworthiness before goods are sold to them. The Company''s review includes due diligence by analysing financial statements, industry information,

promoter''s background and in some cases bank references. In case of sales, the Company has limited its credit exposure to OEMs and dealers by providing a maximum payment period up to 60 days.

The Company''s expected probability of default is nil and all major payments are received on due dates without any significant delays.

The ageing analysis of trade receivables as of the reporting date is given in note no. 12

The Company establishes an allowance for impairment that represents its expected credit losses in respect of trade receivables, loans and other receivables. The management uses a simplified approach for the purpose of computation of expected credit loss for trade receivables. In monitoring customer credit risk, customers are grouped according to their credit characteristics, including whether they are an individual or legal entity, their geographical location, industry and existence of previous financial difficulties.

The impairment provisions for financial assets disclosed are based on assumptions about risk of default and expected loss rates. The Company uses judgement in making these assumptions and selecting the inputs to the impairment calculation, based on the Company''s past history, existing market conditions as well as forward looking estimates at the end of each reporting period.

However, Company need not required to provide for any risk allowance on account of trade receivable being bad and not recoverable as the amount of outstanding pertaining to trade receivables which exceeds the credit period allowed by the Company is less than 2% of the total outstanding from them.

C. Liquidity risk

Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Company''s approach to managing liquidity is to ensure, as far as possible, that it will have sufficient liquidity to meet its liabilities, when they are due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Company''s reputation.

The Company''s primary sources of liquidity include cash deposits, short term investments in mutual funds, borrowings, undrawn committed credit facilities and cash flow from operating activities. The Company seeks to increase income from its existing operations by maintaining quality standards for its goods and services while reducing the related costs and by controlling operating expenses.

Consequently, the Company believes its revenue, along with proceeds from financing activities will continue to provide the necessary funds to cover its short term liquidity needs. In addition, the Company projects cash flows and considering the level of liquid assets necessary to meet these, monitoring balance sheet liquidity ratios against internal and external regulatory requirements and maintaining debt financing plans. However, material changes in the factors described above may adversely affect the Company''s net cash flows.

*Carrying amount of borrowing is the sum of outstanding principal of loan (refer note no. 18 & 22) and interest accrued but not due (refer note no. 24). While contractual payment is the loan installments remaining to be paid as at reporting date. Carrying amount of lease liabilities is the discounted present value of principal of lease liabilities (refer note no. 19(i) & 19(ii)), while the contractual maturities represents the rental payments to be made over the remaining life of lease

j. Lease

The Company has entered into leases for its commercial premises, duration of such leases is for 0-9 years. These lease agreements are normally renewed on expiry. At the date of commencement of the lease, the Company recognize lease liability for all lease arrangements in which it is a lessee, except for leases with a term of twelve months or less (short-term leases) and low value leases. For these short-term and low value leases, the Company recognizes the lease payments as an operating expense on a straight-line basis over the term of the lease. The rental expense charged to statement of profit and loss is Rs. 6.90 lakhs (31st March 2023: Rs. 6.17 lakhs).

The weighted average incremental borrowing rate applied to lease liabilities recognized in the balance sheet at the date of initial application is 8.30%.

m. Pursuant to approval given by its Shareholders in Annual General Meeting held on 19th July 2023, the company have issued 59,46,326 fully paid up bonus equity share of Rs 10/- each in the ratio of 1(one) equity share of Rs. 10/- for every 1 (One) existing equity shares of Rs. 10/- each. Consequent to the allotment of shares dated 25th July, 2023, the issued, subscribed and paid up capital of the Company has increased to a sum of Rs. 1,189.27 lakhs by capitalising a sum of Rs. 594.63 lakhs from free reserves. Accordingly, the earning per share has been adjusted for previous periods/ year and presented in accordance with IND AS-33 Earning Per Share.

n. Overdraft Facility

(i) During the year, the Company has taken Working Capital Dropline Overdraft Credit Facility from HDFC Bank with sanctioned amount of Rs 2,000 lakhs for aperiod of 5years (valid up to November 2028) repayable in 20 quarterly instalment installment of Rs.100 lakhs. The rateo finterest is 9% linked to T-Bill (variable) and payable at monthly rests. The overdraft limit is secured by the way of (i) First charge on entire current assets including stock of RM, WIP, FG & Stores and Spares & book debt(ii) First Pari-passu charge on Movable Fixed Assets of the Company (iii) Negative Lien on property of Plot no. C506/526, NDR Auto Components Ltd, Pioneer Industrial Park, Pathredi, Gurgaon, Haryana 123413.

Note :

a) The company has undrawn cash credit facility of Rs. 500 lakhs from ICICI bank Ltd and Rs. 2,000 lakhs from HDFC Bank Limited as on 31st March 2024.

b) The monthly stock statement filed by the Company during the year with banks are in agreement with the books of accounts.

c) The Company has not defaulted on Overdraft amount payable.

d) The Company has utilized its overdraft facility for section purpose.

e) The Company has capitalised interest amounting to Rs. 17.06 lakhs from HDFC Bank Limited and Nil from ICICI Bank Limited

(ii) During the year, the Company has renewed Over draft Facility from ICICI Bank Limited with sanctioned amount of Rs 500.00 lakhs valid up to16th July 2024. The rate of Interest is highest interest rate on Fixed Deposit given by ICICI Bank plus 1% available at the time of availing facility and it shall be payable on monthly basis. The Overdraft Facility is secured by the way of Fixed Deposits amounts equivalent to sanctioned facilities.

o. In view of the management, the current assets (financial & other) have a value on realization in the ordinary course of business at least equal to the amount at which they are stated in the balance sheet.

p. During the month of May 2023, the Income Tax Department (''the department'') conducted a search under section 132 of the Income Tax Act, 1961 at certain premises of the Company including manufacturing locations and residence of few of its employees/key managerial personnel. The business and operations of the Company continued without any disruptions.

No demand notice has been raised on the Company as on date. And company is making the required submissions pursuant to the details of certain transactions and documents sought by the department. Based on the aforesaid and having regard to the matters of inquiry during the search proceedings stated above, management is of the view that no material adjustments are required to these financial results in this regard.

q. The company had received intimation dated February 12, 2024 for tax ascertained as being payable amounting to Rs 3,587 lakh under section 74 (5) of KGST Act, 2017 from Bengaluru, Karnataka, GST Authority, due to misclassification of goods under wrong HSN for the period June 2021 to December 2023. The Management has submitted reply on January 10, 2024 that the company has made classification of goods under correct HSN, hence, liability of tax payable under the aforesaid section is incorrect. The Management is of the view considering the previous antecedents and the underlying issues involved, the company has an defendable case on merits.

r. The Company has used accounting software for maintaining its books of account which has a feature of recording audit trail (editlog) facility and the same has been operated throughout the year for all relevant transactions recorded in the software. The audit trail (editlog) feature is not enable datdatabase level due to space/ performance-time constraints. Further, there were no instance of audit trail (editlog) feature being tampered with at transaction level, in respect of the software. Currently the company is exploring the options to enable the audit trail feature (editlog) at database level with the software provider.

s. Events occurring after balance sheet date:

There are no major events which has occurred after the balance sheet date.

t. Note no. 1 to 37 pertaining to balance sheet and statement of profit and loss form an integral part of the financial statements.


Mar 31, 2023

(c ) Terms/rights attached to equity shares

(i) The Company has only one class of equity shares having a par value of ? 10 per share. Each shareholder is entitled to one vote per share. The Company declares and pays dividends in Indian rupees. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing annual general meeting. In the event of liquidation of the Company, the holders of equity shares will be entitled to receive any of the 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.

(ii) During the period, no interim dividend has been recognized as distributions to equity shareholders.

27 Contingent liabilities & commitments

(Rs. in lakhs, except as otherwise stated)

As at

As at

31st March, 2023

31st March 2022

(A) Contingent liabilities ( to the extent not provided for)

Claims against the company not acknowledged as debt

i) Labour court matter

-

0.71

ii) Civil case(Pathredi)

3.59

3.59

3.59

4.30

(B) Commitments

Estimated amount of contracts remaining to be executed :

Capital commitments (net of advance)

165.53

224.68

165.53

224.68

37 Other Notes to Accounts

a. Disclosures pursuant to Ind AS-19 "Employee Benefits"(specified under section 133 of the Companies Act, 2013, read with Rule 7 of Companies (Accounts) Rules, 2015) and the Companies (Indian Accounting Standards) Rules, 2016 and relevant amendment rules thereafter are given below :

b. Defined Benefit Plan

The Company has a defined benefit gratuity plan. Every employee who has completed five years or more of service gets a gratuity on departure at 15 days salary (last drawn salary) for each completed year of service. The scheme is funded with the Life Insurance Corporation of India in the form of a qualifying insurance policy.

The following tables summarize the components of net benefit expense recognised in the other comprehensive income in the statement of the profit and loss and the funded status and amounts recognised in the balance sheet for the respective plans:

x) The estimates of rate of escalation in salary considered in actuarial valuation are after taking into account inflation, seniority, promotion and other relevant factors including supply and demand in the employment market. The above information is as certified by the Actuary.

xi) Discount rate is based on the prevailing market yields of Indian Government securities as at the balance sheet date for the estimated term of the obligations.

xii) The sensitivity analyses above have been determined based on a method that extrapolates the impact on defined benefits obligation as a result of reasonable changes in key assumption occurring at the end of the reporting period.

xiii) The plan assets are maintained with Life Insurance Corporation of India (LIC).

c. The Company has also provided for leave encashment which is unfunded.

The following table summarize the amount recognised as expense in the statement of profit or loss and the total outstanding balance of compensated leaves as at 31st March, 2023

*The remuneration to the key management personnel does not include the provision made for leave benefits, as it has been determined on an actuarial basis for the Company as a whole.

Terms and Conditions of transactions with related parties

The transactions with related parties are made 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. There have been no guarantees provided or received for any related party receivables or payables. For the year ended March 31, 2023 the Company has not recorded any impairment of receivables relating to amounts owed by related parties. This assessment is undertaken each financial year through examining the financial position of the related party and the market in which the related party operates.

e. Segment Information

1. In line with the provision of Ind AS 108- Operating Segments and on the basis of review of operations being done by the board of directors of the Company (which has been identified as the Chief Operating Decision Maker (CODM) who evaluates the Company''s performance, allocates resources based on the analysis of the various performance indicator of the Company as a single unit), the operations of the Company falls under manufacturing of auto component parts, which is considered to be the only business reportable segment. further, the Company operates only in one geographical segment - India. (Refer to note no. 28.1)

2. Major Customer: Revenue from two customers of the Company''s manufacturing business are Rs. 37982.87 lakhs (31st March 2022 Rs. 21,365.06 lakhs) which is more than 10 percent of the Company''s total revenue. No other single customer contributed 10% or more to the Company''s revenue during the period.

f. Expenditure on corporate social responsibility

As per provisions of section 135 of the Companies Act, 2013, the Company has to incur at least 2% of average net profits of the preceding three financial years towards Corporate Social Responsibility ("CSR"). The Company has contributed a sum of Rs. 15 lakhs (31st March, 2022: 9 lakhs) towards education . The same is debited to the Statement of Profit and Loss.

Level 2: Valuation techniques with observable inputs. This level of hierarchy includes items measured using inputs other than quoted prices included within Level 1 that are observable for such items, either directly or indirectly.

Level 3: Valuation techniques with unobservable inputs. This level of hierarchy includes items measured using inputs that are not based on observable market data (unobservable inputs). Fair value determined in whole or in part, using a valuation model based on assumptions that are neither supported by prices from observable current market transactions in the same instruments nor based on available market data.

The fair value of the financial assets are determined at the amount that would be received to sell an asset in an orderly transaction between market participants. The following methods and assumptions were used to estimate the fair values:

(i) Unquoted equity and other investments: Fair value of same has not been derived as in the opinion of directors the carrying amounts of these investments approximate their fair values.

(ii) Fair value of trade receivables, other current financial assets, trade payables, other current financial liabilities approximate their carrying amount, largely due to the short-term nature of these instruments.

III) Discount rate used in determining fair value

The interest rate used to discount estimated future cash flows, where applicable, are based on the incremental borrowing rate of borrower which in case of financial liabilities is average market cost of borrowings of the Company and in case of financial asset is the average market rate of similar credit rated instrument. The Company maintains policies and procedures to value financial assets or financial liabilities using the best and most relevant data available.

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.

h. Capital management

The Company''s policy is to maintain a strong capital base so as to maintain confidence of investors, bankers, customers and vendors and to sustain future development of the business. The management monitors the return on capital and also monitors capital using a ratio of ''adjusted net debt'' to ''equity'' For this purpose, adjusted net debt is defined as total debts (including lease liability) less cash and cash equivalents. Equity comprises all components of equity.

i. Financial risk management

The Company has exposure to the following risks arising from financial instruments:

- Market risk

- Credit risk

- Liquidity risk

Risk management framework:

The Company''s principal financial liabilities other than derivatives comprise trade and other payables, employees related payables, interest accrued, security deposit and others. The main purpose of these financial liabilities is to finance the Company''s operations and to provide guarantees to support its operations.

The Company''s principal financial assets includes security deposits, trade receivables, cash and cash equivalents, deposits with banks, interest accrued in deposits, receivables from related and other parties and interest accrued thereon.

The Company''s senior level management assess these risks and is supported by Treasury department that advises on the appropriate financial risk governance framework.

*Carrying amount of borrowing is the sum of outstanding principal of loan (refer note no. 18 & 22) and interest accrued but not due (refer note no. 24). While contractual payment is the loan installments remaining to be paid as at reporting date. Carrying amount of lease liabilities is the discounted present value of principal of lease liabilities (refer note no. 19(i) & 19(ii)), while the contractual maturities represents the rental payments to be made over the remaining life of lease.

j. Lease

The Company has entered into leases for its commercial premises, duration of such leases is for 0-9 years. These lease agreements are normally renewed on expiry. At the date of commencement of the lease, the Company recognize lease liability for all lease arrangements in which it is a lessee, except for leases with a term of twelve months or less (short-term leases) and low value leases. For these short-term and low value leases, the Company recognizes the lease payments as an operating expense on a straight-line basis over the term of the lease. The rental expense charged to statement of profit and loss is Rs. 6.17 lakhs (31st March 2022: 26.74 lakhs).

The weighted average incremental borrowing rate applied to lease liabilities recognized in the balance sheet at the date of initial application is 8.30%.

m. Subject to the approval of shareholders in the ensuing Annual General Meeting of the Company, the board of directors has recommended issue of fully paid bonus share in ratio of 1:1, that is 1 equity share of Rs. 10 each for every 1 equity share of Rs. 10 each held by members as on the record date by capitalising such sums out of the free reserves and other permitted reserves of the Company. Consequent to the said issue of bonus shares, Issued, subscribed and paid up capital of the Company shall stand increased to a sum of Rs. 1,189.26 lakhs by capitalising a sum of Rs. 594.63 lakhs from free reserves and / or permitted reserves. In order to execute the bonus issue, the board has also recommended to increase the authorised share capital of the Company to Rs. 2,400.00 lakhs (2,40,00,000 equity shares of Rs. 10 each). In the event of approval by the Shareholders of the proposed Bonus issue, post adjusting for this Bonus issue, the basic and diluted earnings per equity share would have been Rs. 17.96 per share and Rs. 9.08 per share for the year ended 31 March 2023 and 31 March 2022 respectively.

n. In view of the management, the current assets (financial & other) have a value on realization in the ordinary course of business at least equal to the amount at which they are stated in the balance sheet.

o. Events occurring after balance sheet date:

There are no major events which has occurred after the balance sheet date.

p. Note no. 1 to 37 pertaining to balance sheet and statement of profit and loss form an integral part of the financial statements.

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