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Arvind SmartSpaces Ltd. के अकाउंट के लिये नोट
Mar 31, 2025
(i) The loans are given at interest rate ranging from 10% - 12% for business purpose and the same are repayable on demand.
(ii) For amounts due and terms and conditions relating to related party receivables, refer Note 38.
(iii) Since all the above loans given by the company are unsecured and considered good, the segregation of loan in other categories as required by Schedule III of Companies Act, 2013 Viz : (a) Secured, (b) Loans which have significant increase in credit risk and (c) credit impaired is not applicable.
(iv) No loans are due from directors or other officers of the company, either severally or jointly with any other person. Nor any loans are due from firms or private companies respectively in which any director is a partner, director or a member.
Note : (i) Since all the above trade receivables of the company are unsecured and considered good except those which are disclosed as credit impaired, the further bifurcation in other categories as required by Schedule III of Companies Act, 2013 viz : (a) Secured, (b) Receivables which have significant increase in credit risk is not applicable.
(ii) For amounts due and terms and conditions relating to related party receivables, refer Note 38
(iii) For information about credit risk and market risk related to trade receivables, refer note 35
(iv) No trade or other receivables are due from directors or other officers of the company, either severally or jointly with any other person. Nor any trade or other receivables are due from firms or private companies respectively in which any director is a partner, director or a member.
(v) Trade receivables are non interest bearing and are generally on credit terms of upto 30-60 days
(d) Terms / rights attached to the equity shares
The company has only one class of shares referred to as equity shares having a par value of Rs. 10/-. Each holder of equity shares is entitled to one vote per share. The Company declares and pays dividend in Indian Rupees. The dividend proposed by the Board of director 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 the 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 shareholders.
(e) During the year ended March 31, 2025, the company has issued 220500 (March 31, 2024 - 32000) equity shares of Rs. 10 each to the eligible employee''s pursuant to the exercise of stock options granted to them under Employees Stock Option Scheme - 2016 (AIL ESOP 2016) for shares reserved for issue under ESOP scheme.
(f) For details of shares reserved for issue under the share based payment plan of the company, Please refer note 31.
Securities premium
Securities premium represents the premium received on issue of shares over and above the face value of equity shares. Securities premium is used to record the premium on issue of shares. The reserve can be utilised only for limited purposes such as issuance of bonus shares in accordance with the provisions of the Companies Act, 2013.
Share based payment reserve
The share options based payment reserve is used to recognise the grant date fair value of options issued to employees under Employee stock option plan.
Retained Earnings
Retained earnings are the profits that the Company has earned till date, less any transfers to general reserve, dividends or other distributions paid to shareholders.
Money received against share ESOP
Money received against share ESOP represents advance share application money towards equity shares to be issued under ESOP.
The Board of Directors recommended a final dividend of Rs.6/- (31 March 2024:Rs. 2.5/-) per equity share and special dividend of Rs.Nil/- (31 March 2024:Rs. 1/-) per equity share, totalling to a dividend of Rs.6/- (31 March 2024: Rs. 3.5/-) per equity share of face value of Rs 10 each , for the financial year ended March 31, 2025.
Proposed dividends on equity shares are subject to approval at the annual general meeting and is not recognised as a liability as at 31 March, 2025.
Nature of Securities on above Loans:
1. Term loan taken and outstanding of Rs. 15000 (March 31, 2024 : Rs. Nil Lakh) from ICICI Bank Limited is secured by first mortgage of unsold units of project âArvind Aquacityâ with hypothecation of receivables from the same projects.
2. Term loan taken and outstanding of Rs. 4533 Lakh (March 31, 2024 : Rs. 6000 Lakh) is secured by way of mortgage of land at project Uplands township situated at Nasmed village, Gandhinagar owned by Ahmedabad East Infrastructure LLP (Subsidiary Company).
3. Vehicle loans amounting to Rs. 302.42 Lakh (March 31, 2024 : Rs. 240.93 Lakh) are secured by respective vehicles.
Note 3: Trade payables for goods and services are non-interest bearing and are majorly settled on 30 to 90 days terms
Note 4: Based on information and records available with company, details of suppliers who are registered as micro, small or medium enterprise under "The Micro, Small and Medium Enterprise Development Act, 2006" (Act) till March 31, 2025 is as mentioned below. This has been relied upon by the auditors.
Basic EPS is calculated by dividing the profit for the year attributable to equity shareholders by weighted average number of equity shares outstanding during the year. Diluted EPS is calculated by dividing the profit for the year attributable to equity shareholders 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 computation.
28 Commitments and Contingencies
a. Commitments
As at March 31, 2025 the company has given net advance of Rs. 22,178.60 Lakh/- (March 31, 2024: Rs. 6,519.22 Lakh) for purchase of land. Under the agreements executed with the land owners, the company is required to make further payments based on the agreed terms. Further the company has commitment on capital account ( Net of advances) amounting to Rs. 600 Lakh (March 31, 2024: Rs. 1,800 Lakh) relating to purchase of assets.
b. Contingent liabilities
|
Claims against the company not acknowledged as debt: |
|||
|
Particulars |
For the year 2024-25 |
For the year 2023-24 |
|
|
Disputed demands in respect of - |
|||
|
Income tax |
74.05 |
597.27 |
|
|
Indirect Tax (TDR) |
- |
226.54 |
|
|
Indirect Tax - Goods & Service Tax Act 2017 |
247.30 |
247.30 |
|
Notes:
The Company has not recognized and acknowledged the claims as liability in the books of accounts amounting to Rs. 74.05 Lakh (March 31, 2024: Rs. 597.27 Lakh) which have been made against the company by Department of Income Tax since such claims have been disputed and pending before the appropriate authorities for final adjudication and accordingly sub-judice. The company has been advised by its tax counsel that it is only possible, but not probable, that the action will succeed. Accordingly, no provision for any liability has been made in these financial statements.
The Company has not recognized and acknowledged the claims as liability in the books of accounts amounting to Rs. 247.30 Lakh (March 31, 2024: Rs. 473.84 Lakh ) which have been made against the company by Department of Goods and service tax & Karnataka VAT, since such claims have been disputed and pending before the appropriate authorities for final adjudication and accordingly sub-judice.The claim of Rs. 247.30 Lakh (March 31, 2024: 247.30 Lakh) pertains to denial of Tran-1 credit on the grounds that transitional credit availed is in excess to the credit available in the KVAT returns. The company has been advised by its legal counsel that it is only possible, but not probable, that the action will succeed. Accordingly, no provision for any liability has been made in these financial statements.
The Company''s primary business is development of real estate comprising of residential, commercial and industrial projects. Company''s performance for operation as defined in Ind AS 108 is evaluated as a whole by the Managing Director & CEO/Chief Financial Officer who are chief operating decision maker (''CODM'') of the Company based on which development of real estate activities are considered as a single operating segment. The Company reports geographical segment which is based on the areas in which major operating divisions of the Company operate and the entire operations are based only in India and hence no further disclosures are made in this regards. During the year 2024-25 and 2023-24 , no single external customer has generated revenue of 10% or more of the Company''s total revenue.
30 Disclosure pursuant to employee benefits
A. Defined contribution plans : Provident fund and employee state insurance
The company makes contribution towards employees'' provident fund and employees'' state insurance plan scheme. Under the rules of these schemes, the Company is required to contribute a specified percentage of payroll costs. The Company during the year recognized Rs. 270.74 Lakh (March 31, 2024 : Rs. 182.06 Lakh) as expense towards contributions to these plans. The company does not have any further obligation in this regards.
The management assessed that carrying amount of unquoted Investments, cash and cash equivalents, other bank balance, trade receivables, loans, Other financial assets, trade payable and other financial liabilities approximate their fair values largely due to the short term maturities of these instruments. Borrowings are to be repaid as per specified repayment schedule.
There have been no transfers between Level 1 and Level 2 during the period.
The Company''s policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence and to sustain future development of the business. The Board of Directors of the Company seek to maintain a balance between the higher returns that might be possible with higher level of borrowings and advantages of a sound capital position.
The Company monitors capital using a net debt to equity ratio, which is as follows:
1. Equity includes equity share capital and all other equity components attributable to the equity holders.
2. Net debt includes borrowings (non-current and current) less cash and cash equivalents
35 Financial risk management objectives and policies
The Company''s principal financial liabilities, comprise of borrowings, trade and other payables. The main purpose of these financial liabilities is to finance the Company''s operations. The Company''s principal financial assets include loans, Investments , trade and other receivables and cash and cash equivalents that are derived directly from its operations.
The Company is exposed to market risk, credit risk and liquidity risk. The Company''s management oversees the management of these risks and ensures that the Company''s financial risk activities are governed by appropriate policies and procedures and that financial risks are identified, measured and managed in accordance with the Company''s policies and risk objectives.
1. 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 two types of risk: interest rate risk and other price risk, such as commodity/ real-estate risk.
The sensitivity analysis in the following sections relate to the position as at March 31, 2025 and March 31, 2024. The sensitivity analysis has been prepared on the basis that the amount of net debt and the ratio of fixed to floating interest rates of the debt. The analysis excludes the impact of movements in market variables on the carrying values of gratuity and other post retirement obligations/provisions.
The below assumption has been made in calculating the sensitivity analysis:
The sensitivity of the relevant profit or loss item is the effect of the assumed changes in respective market risks. This is based on the financial assets and financial liabilities held at March 31, 2025 and March 31, 2024.
Interest rate risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes in Interest rate. The entity''s exposure to the risk of changes in Interest rates relates primarily to the
entity''s operating activities (when receivables or payables are subject to different interest rates) and the entity''s net receivables or payables.
The company is affected by the price volatility of certain commodities/ real estate. Its operating activities require the ongoing development of real estate. The company''s management has developed and enacted a risk management strategy regarding commodity/ real estate price risk and its mitigation. The company is subject to the price risk variables, which are expected to vary in line with the prevailing market conditions.
Interest rate sensitivity
Interest rate risk is the risk that the future cash flow with respect to interest payments on borrowing will fluctuate because of change 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 obligation with floating interest rates.
The following tables demonstrate the sensitivity to a reasonably possible change in interest rates, with all other variables held constant for variable rate instruments. This calculation also assumes that the change occurs at the balance sheet date and has been calculated based on risk exposures outstanding as at that date. The year end balances are not necessarily representative of the average debt outstanding during the year.
2. Credit Risk
Credit risk is the risk that a counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. The carrying amount of following financial assets represents the maximum credit exposure.
Receivables resulting from sale of properties: Customer credit risk is managed by requiring customers to pay advances before transfer of ownership, therefore substantially eliminating the company''s credit risk in this respect.
Financial Instrument and cash deposits
Credit risk from balances with banks and financial institutions is managed by the company''s treasury department in accordance with the company''s policy. Investments of surplus funds are made only with approved counterparties and within credit limits assigned to each counterparty. Counterparty credit limits are reviewed by the company''s Board of Directors on an annual basis. The limits are set to minimise the concentration of risks and therefore mitigate financial loss through a counterparty''s potential failure to make payments. The company''s maximum exposure to credit risk for the components of the statement of financial position at March 31, 2025 and March 31, 2024 is the carrying amounts.
3. 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 table below summarises the remaining contractual maturities of the company''s financial liabilities at the reporting date.
D. Terms and conditions of transactions with related parties :
1) Transaction entered into with related party are made on terms equivalent to those that prevail in arm''s length transactions. Outstanding balances at the year-end are unsecured and interest free except as specified and expected based on terms of agreement and settlement occurs in cash. There have been no guarantees provided or received for any related party receivables or payables. The company has not recorded any provision/ write-off of receivables relating to amounts owed by related parties.
2) In respect of the transactions with the related parties, the Company has complied with the provisions of Section 177 and 188 of the Companies Act, 2013 where applicable, and the details have been disclosed above, as required by the applicable accounting standards.
3) Refer note 31 for ESOPs granted as per ESOP schemes
The remuneration of key management personnel is determined by the nomination and remuneration committee. The same is including employer contribution to provident fund and exclusive of employees'' stock options, provision for liability in respect of leave earned and gratuity; since the liabilities for gratuity and leave encashment is based on the actuarial valuation for the Company as a whole, the amount pertaining to individual is not ascertainable and therefore not included above.
The company had total cash outflows for leases of Rs. 69.67 Lakh in 31 March 2025 (Rs. 67.53 Lakh in 31 March 2024). The company had non-cash additions of right-of-use assets and lease liabilities of Rs. 308.55 Lakh in 31 March 2025 (Rs.318.81 Lakh in 31 March 2024).
The Company has incurred leasehold improvement cost of Rs. 50.76 Lakh which will be amortised over the tenure of lease. ( Refer Note 3.1)
41 Events after the reporting period:
According to the management''s evaluation of events subsequent to the balance sheet date, there were no significant adjusting events that occurred other than those disclosed / given effect to, in these standalone financial statements as of May 20, 2025.
42 Other statutory Information:
a The Company has availed loans from banks on the basis of security of current assets. The Company files statement of current assets with the bank on periodical basis. There are no material discrepancies between the statements filed by the Company and the books of accounts of the Company.
b The company has not been declared a wilful Defaulters by any bank or financial institution or consortium thereof in accordance with the guidelines on wilful defaulters issued by the RBI.
c There are no proceedings initiated or pending against the company for holding any benami property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and rules made thereunder.
d The company has not traded or invested in Crypto currency or Virtual Currency during the reporting periods.
e The company has neither advanced, loaned or invested funds nor received any fund to/from any person or entity for lending or investing or providing guarantee to/on behalf of the ultimate beneficiary during the reporting periods.
f There is no immovable property whose title deed is not held in the name of the company.
g There is no charge or satisfaction of charge which is yet to be registered with ROC beyond the statutory period.
h The company has complied with the number of layers prescribed under clause (87) of section 2 of the Act read with the Companies (Restriction on number of Layers) Rules, 2017.
i The company has not entered into any scheme of arrangement in terms of sections 230 to 237 of the Companies Act, 2013.
j The company does not have any transaction not recorded in the books of accounts that has been surrendered or not disclosed as income during the year in the tax assessments under the Income Tax Act, 1961.
k The Company has complied with the relevant provisions of the Foreign Exchange Management Act, 1999 (42 of 1999)and the Prevention of Money-Laundering Act, 2002 wherever applicable.
Mar 31, 2024
(i) As required under section 186(4) of the Companies Act, loan outstanding of Rs. 17,720.04 Lac (March 31, 2023 : Rs. 27,039.84 Lac) is given at rate of interest ranging from 10% - 12% for business purpose and the same are repayable on demand.
(ii) For amounts due and terms and conditions relating to related party receivables, refer Note 38.
(iii) Since all the above loans given by the company are unsecured and considered good, the bifurcation of loan in other categories as required by Schedule III of Companies Act, 2013 Viz : (a) Secured, (b) Loans which have significant increase in credit risk and (c) credit impaired is not applicable.
(iv) No loans are due from directors or other officers of the company, either severally or jointly with any other person.Nor any loans are due from firms or private companies respectively in which any director is a partner, director or a member.
(i) Since all the above trade receivables of the company are unsecured and considered good except those which are disclosed as credit impaired, the further bifurcation in other categories as required by Schedule III of Companies Act, 2013 viz : (a) Secured, (b) Receivables which have significant increase in credit risk is not applicable.
(ii) For amounts due and terms and conditions relating to related party receivables, refer Note 38
(iii) For information about credit risk and market risk related to trade receivables, refer note 35
(iv) No trade or other receivables are due from directors or other officers of the company, either severally or jointly with any other person. Nor any trade or other receivables are due from firms or private companies respectively in which any director is a partner, director or a member.
(v) Trade receivables are non interest bearing and are generally on credit terms of upto 30-60 days
Note: (i) Advance for land though unsecured, are considered good as the advances have been given based on arrangement/memorandum of understanding executed by the company and the company/seller/ intermediary is in the course of obtaining clear and marketable title, free from all encumbrances, including for certain properties under litigation.
(ii) Balance with government authorities includes amounts paid under protest Rs.207.19 Lac ( March 31, 2023 : Rs.207.19 Lac )
(iii) No advances are due from directors or other officers of the company, either severally or jointly with any other person.
(d) The company has allotted Nil (March 31, 2023 - 28,50,000) equity shares of Rs. 10 each on pursuant to conversion of warrants to equity shares to Kausalya Realserve LLP.
(e) Terms / rights attached to the equity shares
The company has only one class of shares referred to as equity shares having a par value of Rs.10/-. Each holder of equity shares is entitled to one vote per share. The parent Company declares and pays dividend 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 parent company, the holders of the equity shares will be entitled to receive any of the remaining assets of the parent company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by shareholders.
(f) During the year ended March 31, 2024, the company has issued 32000 (March 31, 2023 - NIL) equity shares of Rs. 10 each to the eligible employee''s pursuant to the exercise of stock options granted to them under Employees Stock Option Scheme - 2016 (AIL ESOP 2016) for shares reserved for issue under ESOP scheme.
(g) For details of shares reserved for issue under the share based payment plan of the company, please refer note 31.
Securities premium
Securities premium is used to record the premium on issue of shares. The reserve can be utilised only for limited purposes such as issuance of bonus shares in accordance with the provisions of the Companies Act, 2013.
Share based payment reserve
The share options based payment reserve is used to recognise the grant date fair value of options issued to employees under Employee stock option plan.
Retained Earnings
The cumulative gain or loss arising from the operations which is retained by the company is recognised and accumulated under the head of retained earnings.
The Board of Directors recommended a final dividend of Rs.2.5/- (March 31, 2023: Rs. 1.65/-) per equity share and special dividend of Rs.1/- (March 31, 2023: Rs. 1.65/-) per equity share, totalling to a dividend of Rs.3.5/-(March 31, 2023: Rs. 3.3/-) per equity share of face value of Rs.10 each , for the financial year ended March 31, 2024.
Nature of Securities on above Loans:
1. Term loan taken and outstanding of Rs. NIL (March 31, 2023 : Rs. 4095.98 Lac) and overdraft facility from ICICI Bank Limited is secured by first mortgage of unsold units of project âArvind Aavishkaarâ and âArvind Oasisâ together with hypothecation of receivables from the same projects.
2. Term loan taken and outstanding of Rs. 6000 Lac (March 31, 2023 : Rs. 1000 Lac) is secured by way of mortgage of NA land at project Uplands township situated at Nasmed village, Gandhinagar owned by Ahmedabad East Infrastructure LLP (Subsidiary Company).
3. Vehicle loans amounting to Rs. 240.93 Lac (March 31, 2023 : Rs. 158.44 Lac) are secured by respective vehicles.
Note 3: Trade payables for goods and services are non-interest bearing and are majorly settled on 30 to 90 days terms
Note 4: Based on information and records available with company, details of suppliers who are registered as micro, small or medium enterprise under "The Micro, Small and Medium Enterprise Development Act, 2006" (Act) till March 31, 2024 is as mentioned below. This has been relied upon by the auditors.
The Code on Social Security, 2020 (''Code'') relating to employee benefits during employment and post employment benefits received Presidential assent in September 2020. The Code has been published in the Gazette of India. Certain sections of the Code came into effect on May 3, 2023. However, the final rules/interpretation have not yet been issued. Based on a preliminary assessment, the entity believes the impact of the change will not be significant.
Basic EPS is calculated by dividing the profit for the year attributable to equity shareholders by weighted average number of equity shares outstanding during the year. Diluted EPS is calculated by dividing the profit for the year attributable to equity shareholders 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 computation.
28 Commitments and Contingencies
a. Commitments
As at March 31, 2024 the company has given net advance of Rs. 6519.22 Lac/- (March 31, 2023: Rs. 4,072.01 Lac) for purchase of land. Under the agreements executed with the land owners, the company is required to make further payments based on the agreed terms. Further the company has commitment on capital account ( Net of advances) amounting to Rs. 1800 Lac (March 31, 2023: Rs. NIL) relating to purchase of assets.
b. Contingent liabilities
|
Claims against the company not acknowledged as debt: |
||
|
Particulars |
For the year 2023-24 |
For the year 2022-23 |
|
Disputed demands in respect of - |
||
|
Income tax |
597.27 |
563.03 |
|
Indirect Tax (TDR) |
226.54 |
207.44 |
|
Indirect Tax - Goods & Service Tax Act 2017 |
247.30 |
- |
|
Indirect Tax (VAT) |
- |
42.22 |
Notes:
The Company has not recognized and acknowledged the claims as liability in the books of account amounting to Rs.597.27 Lac (March 31, 2023: Rs.563.03 Lac) which have been made against the company by Department of Income Tax since such claims have been disputed and pending before the appropriate authorities for final adjudication and accordingly sub-judice. The company has been advised by its tax counsel that it is only possible, but not probable, that the action will succeed. Accordingly, no provision for any liability has been made in these financial statements.
The Company has not recognized and acknowledged the claims as liability in the books of account amounting to Rs. 473.84 Lac (March 31, 2023: Rs. 249.66 Lac ) which have been made against the company by Department of Goods and service tax & Karnataka VAT, since such claims have been disputed and pending before the appropriate authorities for final adjudication and accordingly sub-judice. The claim of TDR of Rs. 226.54 Lac (March 31, 2023: Rs. 207.44 Lac) , Out of which Rs. 207.44 is paid under protest while Rs.42.22 have been paid in cash and by furnishing Bank guarantee which has been settled and revoked as on March 31, 2024. Further, the claim of Rs. 247.30 (March 31, 2023: Nil) pertains to denial of Tran-1 credit on the grounds that transitional credit availed is in excess to the credit available in the KVAT returns. The company has been advised by its legal counsel that it is only possible, but not probable, that the action will succeed. Accordingly, no provision for any liability has been made in these financial statements.
The Company''s primary business is development of real estate comprising of residential, commercial and industrial projects. Company''s performance for operation as defined in Ind AS 108 is evaluated as a whole by the Managing Director & CEO/Chief Financial Officer who are chief operating decision maker (''CODM'') of the Company based on which development of real estate activities are considered as a single operating segment. The Company reports geographical segment which is based on the areas in which major operating divisions of the Company operate and the entire operations are based only in India and hence no further disclosures are made in this regards. During the year 2023-24 and 2022-23 , no single external customer has generated revenue of 10% or more of the Company''s total revenue.
30 Disclosure pursuant to employee benefits
A. Defined contribution plans : Provident fund and employee state insurance
The company makes contribution towards employees'' provident fund and employees'' state insurance plan scheme. Under the rules of these schemes, the Company is required to contribute a specified percentage of payroll costs. The Company during the year recognized Rs. 182.06 Lac (March 31, 2023 : Rs. 137.66 Lac) as expense towards contributions to these plans. The company does not have any further obligation in this regards.
B. Defined benefit plans
(a) Gratuity
The Company provides for gratuity for employees in India as per the Payment of Gratuity Act, 1972. Employees who are in continuous service for a period of 5 years are eligible for gratuity. The amount of gratuity payable on retirement / termination is the employees last drawn basic salary per month computed proportionately for 15 days salary multiplied for the number of years of service. The gratuity plan is a non funded plan.
31 Share-based payments
The company provides share-based payment schemes to its employees. During the year ended March 31, 2024, an employee stock option plan (ESOP) was in existence. The relevant details of the scheme and the grant are as below:
Employee Stock Option (ESOP) Scheme (2016)
The Company instituted an Employees Stock Option Scheme (''ESOP 2016'') pursuant to the approval of the shareholders of the company at their Annual General Meeting held on September 23, 2016. In accordance with the ESOP 2016 :
a. The Company has on August 23, 2018, granted 3,70,000 options to the eligible employees of the company at an exercise price of Rs. 158.30/-. The options under this grant would vest to the employees in the ratio of 25%, 25% and 50% on 1st year, 2nd year and 5th year respectively from the date of grant, based on continued service and certain performance parameters. These options can be exercised by the employees within period of five years from the date of respective vesting of options.
b. The Company has on March 29, 2022, granted 4,50,000 options to the eligible employees of the company and subsidiaries, at an exercise price of Rs. 194.05/-. The options under this grant would vest to the employees in the ratio of 40% and 60% on 2nd year and 3rd year respectively from the date of grant, based on continued service and certain performance parameters. These options can be exercised by the employees within period of five years from the date of respective vesting of options.
The management assessed that carrying amount of unquoted Investments, cash and cash equivalents, other bank balance, trade receivables, loans, Other financial assets, trade payable and other financial liabilities approximate their fair values largely due to the short term maturities of these instruments. Borrowings are to be repaid as per specified repayment schedule.
There have been no transfers between Level 1 and Level 2 during the period.
34 Capital management
The Company''s policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence and to sustain future development of the business. The Board of Directors of the Company seek to maintain a balance between the higher returns that might be possible with higher level of borrowings and advantages of a sound capital position.
The Company monitors capital using a net debt to equity ratio, which is as follows:
1. Equity includes equity share capital and all other equity components attributable to the equity holders.
2. Net debt includes borrowings (non-current and current) less cash and cash equivalents
35 Financial risk management objectives and policies
The Company''s principal financial liabilities, comprise of borrowings, trade and other payables. The main purpose of these financial liabilities is to finance the Company''s operations. The Company''s principal financial assets include loans, Investments , trade and other receivables and cash and cash equivalents that are derived directly from its operations.
The Company is exposed to market risk, credit risk and liquidity risk. The Company''s management oversees the management of these risks and ensures that the Company''s financial risk activities are governed by appropriate policies and procedures and that financial risks are identified, measured and managed in accordance with the Company''s policies and risk objectives.
1. 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 two types of risk: interest rate risk and other price risk, such as commodity/ real-estate risk.
The sensitivity analysis in the following sections relate to the position as at March 31, 2024 and March 31, 2023. The sensitivity analysis has been prepared on the basis that the amount of net debt and the ratio of fixed to floating interest rates of the debt. The analysis excludes the impact of movements in market variables on the carrying values of gratuity and other post retirement obligations/provisions.
The below assumption has been made in calculating the sensitivity analysis:
The sensitivity of the relevant profit or loss item is the effect of the assumed changes in respective market risks. This is based on the financial assets and financial liabilities held at March 31, 2024 and March 31, 2023.
Interest rate risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes in Interest rate. The entity''s exposure to the risk of changes in Interest rates relates primarily to the entity''s operating activities (when receivables or payables are subject to different interest rates) and the entity''s net receivables or payables.
The company is affected by the price volatility of certain commodities/ real estate. Its operating activities require the ongoing development of real estate. The company''s management has developed and enacted a risk management strategy regarding commodity/ real estate price risk and its mitigation. The company is subject to the price risk variables, which are expected to vary in line with the prevailing market conditions.
Interest rate sensitivity
The following tables demonstrate the sensitivity to a reasonably possible change in interest rates, with all other variables held constant for variable rate instruments. This calculation also assumes that the change occurs at the balance sheet date and has been calculated based on risk exposures outstanding as at that date. The year end balances are not necessarily representative of the average debt outstanding during the year.
2. Credit Risk
Credit risk is the risk that a counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. The carrying amount of following financial assets represents the maximum credit exposure.
Trade receivables
Receivables resulting from sale of properties: Customer credit risk is managed by requiring customers to pay advances before transfer of ownership, therefore substantially eliminating the company''s credit risk in this respect.
Financial Instrument and cash deposits
Credit risk from balances with banks and financial institutions is managed by the company''s treasury department in accordance with the company''s policy. Investments of surplus funds are made only with approved counterparties and within credit limits assigned to each counterparty. Counterparty credit limits are reviewed by the company''s Board of Directors on an annual basis. The limits are set to minimise the concentration of risks and therefore mitigate financial loss through a counterparty''s potential failure to make payments. The company''s maximum exposure to credit risk for the components of the statement of financial position at March 31, 2024 and March 31, 2023 is the carrying amounts.
3. 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 table below summarises the remaining contractual maturities of the company''s financial liabilities at the reporting date.
D. Terms and conditions of transactions with related parties :
1) Transaction entered into with related party are made on terms equivalent to those that prevail in arm''s length transactions. Outstanding balances at the year-end are unsecured and interest free except as specified and expected based on terms of agreement and settlement occurs in cash. There have been no guarantees provided or received for any related party receivables or payables. The company has not recorded any provision/ write-off of receivables relating to amounts owed by related parties.
2) In respect of the transactions with the related parties, the Company has complied with the provisions of Section 177 and 188 of the Companies Act, 2013 where applicable, and the details have been disclosed above, as required by the applicable accounting standards.
3) Refer note 31 for ESOPs granted as per ESOP schemes
E. Commitments with related parties :
The company has not provided any commitment to the related party as at March 31, 2024 (March 31, 2023:
Rs. Nil)
The company creates provision for post-employment gratuity benefits based on actuarial valuation of such liability. Such an actuarial valuation is carried out on a company-level and not an individual level. Hence, expenses incurred on key management personnel during the year to this extent is not identifiable and has thus not been disclosed.
Company as a lessee
The lease liability is initially measured at amortized cost at the present value of the future lease payments on the date of initial application. Right to use assets are initially recognized that is equal to lease liabilities on the initial application date.
The company has lease contract for office building at head office-Ahmedabad used for its operations with lease term of 3 years and option of further extension for additional 7 years at the option of lessee . Accordingly, a right-of-use asset of Rs. 82.14 Lac and a corresponding lease liability of Rs. 82.14 Lac has been recognized. The principal portion of the lease payments have been disclosed under cash flow from financing activities. The company''s obligations under its leases are secured by the lessor''s title to the leased assets. The lease contract includes extension and termination options and variable lease payments, which are further discussed below.
The company has lease contract for office building at Bangalore used for its operations with lease term of 7 years . Accordingly, a right-of-use asset of Rs. 318.81 Lac and a corresponding lease liability of Rs. 318.81 Lac has been recognized. The principal portion of the lease payments have been disclosed under cash flow from financing activities. The company''s obligations under its leases are secured by the lessor''s title to the leased
The company had total cash outflows for leases of Rs. 67.53 Lac in March 31, 2024 (Rs. 11.04 Lac in March 31, 2023). The company had non-cash additions of right-of-use assets and lease liabilities of Rs. 318.81 Lac in March 31, 2023 (Rs.82.14 Lac in March 31, 2023).
The Company has incurred leasehold improvement cost of Rs. 66.83 Lac which will be amortised over the tenure of lease. ( Refer Note 3.1)
41 Events after the reporting period:
The board of directors have proposed dividend after the balance sheet date which are subject to approval by the shareholders at the annual general meeting. Refer Note 13 for details.
42 The company has migrated to SAP Application software from legacy Farvision software wef July 31, 2023 for maintaining its books of account during the year. In respect of SAP Application software, which has a feature of recording audit trail (edit log) facility, the same has operated for all the transactions recorded in the Application except that audit trail feature is not enabled for direct changes to data when using certain access rights to the HANA application. Further there is no instance of audit trail feature being tampered with in respect of the SAP Application accounting software. In respect of legacy software, Farvision which was operated by a third-party software service provider, Management is not in possession of Service Organization Controls report to determine whether audit trail feature of the said software was enabled and operated throughout the year for all relevant transactions recorded in the software or whether there were any instances of the audit trail feature being tampered with.
43 Other statutory Information:
a The Company has availed loans from banks on the basis of security of current assets. The Company files statement of current assets with the bank on periodical basis. There are no material discrepancies between the statements filed by the Company and the books of accounts of the Company.
b The company has not been declared a wilful Defaulters by any bank or financial institution or consortium thereof in accordance with the guidelines on wilful defaulters issued by the RBI.
c There are no proceedings initiated or pending against the company for holding any benami property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and rules made thereunder.
d The company has not traded or invested in Crypto currency or Virtual Currency during the reporting periods.
e The company has neither advanced, loaned or invested funds nor received any fund to/from any person or entity for lending or investing or providing guarantee to/on behalf of the ultimate beneficiary during the reporting periods.
f There is no immovable property whose title deed is not held in the name of the company.
g There is no charge or satisfaction of charge which is yet to be registered with ROC beyond the statutory period.
h The company has complied with the number of layers prescribed under clause (87) of section 2 of the Act read with the Companies (Restriction on number of Layers) Rules, 2017.
i The company has not entered into any scheme of arrangement in terms of sections 230 to 237 of the Companies Act, 2013.
j The company does not have any transaction not recorded in the books of accounts that has been surrendered or not disclosed as income during the year in the tax assessments under the Income Tax Act, 1961.
k The Company has complied with the relevant provisions of the Foreign Exchange Management Act, 1999 (42 of 1999)and the Prevention of Money-Laundering Act, 2002 wherever applicable.
44 These financial statements is not signed by CFO since existing CFO has resigned with effect from April 22, 2024.
45 The figures for the previous year have been regrouped wherever necessary to conform with the current year''s classification.
Mar 31, 2023
(a) During the year ended 31st March, 2023, the company has allotted equity shares of Rs. 10 each pursuant to conversion of warrants to 28,50,000 equity shares (31st March 2022: Nil) to Kausalya Realserve LLP. During the year ended 31st March 2022, the company had alloted equity shares of Rs. 10 each on preferential issue and private placement basis of 40,32,200 equity shares to HDFC Capital Affordable Real Estate Fund-1, 16,00,000 equity shares to Aura Business Ventures LLP and 12,22,500 equity shares to Aura Merchandise Private Limited in accordance with provisions of the Companies Act, 2013 read with rules made there under and other applicable laws for the time being in force.
(b) Terms / rights attached to the equity shares
The company has only one class of shares referred to as equity shares having a par value of ''10/-. Each holder of equity shares is entitled to one vote per share. The Company declares and pays dividend in Indian Rupees. The dividend proposed by the Board of director 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 the 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 shareholders.
(f) During the year ended 31st March, 2023 the Company has allotted NIL (31st March, 2022 : 53,729) equity shares of Rs. 10/- each to the eligible employee''s pursuant to the exercise of stock options granted to them under Employees Stock Option Scheme - 2013 (AIL ESOP 2013) for shares reserved for issue under ESOP scheme
(g) For details of shares reserved for issue under the share based payment plan of the company, Please refer note 31.
The above details is as per records of the company, including its register of shareholders / Members and other declarations received from shareholders regarding beneficial interest, the above shareholding represents both legal and beneficial ownership of shares.
Securities premium
Securities premium is used to record the premium on issue of shares. The reserve can be utilised only for limited purposes such as issuance of bonus shares in accordance with the provisions of the Companies Act, 2013.
Share based payment reserve
The share options based payment reserve is used to recognise the grant date fair value of options issued to employees under Employee stock option plan.
Note:
The Board of Directors recommended a final dividend of Rs.1.65/- per equity share and one- time special dividend of Rs.1.65/- per equity share, totalling to a dividend of Rs.3.3/- per equity share of face value of Rs 10 each , for the financial year ended March 31,2023.
Proposed dividends on equity shares are subject to approval at the annual general meeting and are not recognised as a liability as at 31 March.
Nature of Securities on above Loans:
1. Term loan taken and outstanding of Rs. 4,095.98 lacs (31st March, 2022 : Rs. NIL) and overdraft facility from ICICI Bank Limited is secured by first mortgage of unsold units of project âArvind Aavishkaarâ and âArvind Oasisâ together with hypothecation of receivables from the same projects.
2. Term loan taken and outstanding of Rs. 1,000 lacs (31st March, 2022 : Rs. NIL) is secured by way of mortgage of NA land at project Uplands township situated at Nasmed village, Gandhinagar owned by Ahmedabad East Infrastructure LLP (Subsidiary Company).
3. The line of credit facility amounting to Rs. NIL (31st March, 2022 : Rs. 23.17 lacs) from HDFC Limited is secured by first mortgage of unsold units of project âArvind Aavishkaarâ together with hypothecation of receivables from the same project.
Note 3: Trade payables for goods and services are non-interest bearing and are majorly settled on 30 to 90 days terms
Note 4: Based on information and records available with company, details of suppliers who are registered as micro, small or medium enterprise under âThe Micro, Small and Medium Enterprise Development Act, 2006â (Act) till 31st March, 2023 is as mentioned below. This has been relied upon by the auditors.
Basic EPS is calculated by dividing the profit for the year attributable to equity shareholders by weighted average number of equity shares outstanding during the year. Diluted EPS is calculated by dividing the profit for the year attributable to equity shareholders 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 computation.
28 Commitments and Contingencies a. Commitments
As at 31st March, 2023 the company has given net advance of Rs. 4,072.01 lacs/- (31st March, 2022: Rs. 1587.01 lacs) for purchase of land. Under the agreements executed with the land owners, the company is required to make further payments based on the agreed terms.
|
b. Contingent liabilities |
||
|
Particulars |
31st March, 2023 |
31st March, 2022 |
|
Disputed demands in respect of - |
||
|
Income tax |
563.03 |
528.80 |
|
Indirect Tax (TDR) |
207.44 |
20744 |
|
Indirect Tax (VAT) |
42.22 |
42.22 |
Notes:
The Company has not recognized and acknowledged the claims as liability in the books of account amounting to ''563.03 Lacs (31st March, 2022: Rs. 528.80 lacs) which have been made against the company by Department of Income Tax since such claims have been disputed and pending before the appropriate authorities for final adjudication and accordingly sub-judice. The company has been advised by its tax counsel that it is only possible, but not probable, that the action will succeed. Accordingly, no provision for any liability has been made in these financial statements.
The Company has not recognized and acknowledged the claims as liability in the books of account amounting to Rs. 249.66 Lacs (31st March, 2022: Rs. 249.66 Lacs) which have been made against the
company by Department of Goods and service tax & Karnataka VAT, since such claims have been disputed and pending before the appropriate authorities for final adjudication and accordingly sub-judice. The claim of TDR of Rs. 207.44 lacs is paid under protest while Rs. 42.22 have been paid in cash and by furnishing Bank guarantee. The company has been advised by its legal counsel that it is only possible, but not probable, that the action will succeed. Accordingly, no provision for any liability has been made in these financial statements.
The Company''s primary business is development of real estate comprising of residential, commercial and industrial projects. Company''s performance for operation as defined in Ind AS 108 is evaluated as a whole by chief operating decision maker (''CODM'') of the Company based on which development of real estate activities are considered as a single operating segment. The Company reports geographical segment which is based on the areas in which major operating divisions of the Company operate and the entire operations are based only in India and hence no further disclosures are made in this regards. During the year 2021-22 and 2022-23 , no single external customer has generated revenue of 10% or more of the Company''s total revenue.
30 Disclosure pursuant to employee benefits
A. Defined contribution plans : Provident fund and employee state insurance
The company makes contribution towards employees'' provident fund and employees'' state insurance plan scheme. Under the rules of these schemes, the Company is required to contribute a specified percentage of payroll costs. The Company during the year recognized Rs. 137.66 lacs (31st March, 2022 : Rs. 100.30 lacs) as expense towards contributions to these plans. The company does not have any further obligation in this regards.
B. Defined benefit plans (a) Gratuity
The Company provides for gratuity for employees in India as per the Payment of Gratuity Act, 1972. Employees who are in continuous service for a period of 5 years are eligible for gratuity. The amount of gratuity payable on retirement / termination is the employees last drawn basic salary per month computed proportionately for 15 days salary multiplied for the number of years of service. The gratuity plan is a non funded plan.
The company provides share-based payment schemes to its employees. During the year ended 31st March, 2023, an employee stock option plan (ESOP) was in existence. The relevant details of the scheme and the grant are as below:
Employee Stock Option (ESOP) Scheme (2016)
The Company instituted an Employees Stock Option Scheme (''ESOP 2016'') pursuant to the approval of the shareholders of the company at their Annual General Meeting held on 23rd September, 2016.
a) In earlier years, the company granted 4,50,000 options under ESOP 2016 scheme, comprising equal number of equity shares in one or more tranches to the eligible employees of the company. The options
under this grant would vest to the employees with 40% i.e. 1,80,000 ESOPs within 2 years and rest within 3 years , with an exercise period of maximum five years from the date of respective vesting. As per the plan, holders of vested options are entitled to purchase one equity shares for every option at an exercise price of Rs. 194.05.
b) In earlier years, the company granted 3,70,000 options under ESOP 2016 scheme, comprising equal number of equity shares in one or more tranches to the eligible employees of the company. As per the plan, holders of vested options are entitled to purchase one equity shares for every option at an exercise price of Rs. 158.30.
The aggregated options under ESOP 2016 scheme as on 31st March, 2023 is 8,20,000 that would vest to the employees over a minimum period of 1 year and maximum 5 years based on continued service and certain performance parameters, with an exercise period of maximum five years from the date of respective vesting."
Employee Stock Option (ESOP) Scheme (2013)
The Company instituted an Employees Stock Option Scheme (''ESOP 2013'') pursuant to the approval of the shareholders of the company at their Extraordinary General Meeting held on March 8, 2013. As per ESOP 2013, the company granted 10,32,972 options comprising equal number of equity shares in one or more tranches to the eligible employees of the company. The options under this grant would vest to the employees over a minimum period of 1 year and maximum 5 years based on continued service and certain performance parameters, with an exercise period of maximum five years from the date of respective vesting. As per the plan, holders of vested options are entitled to purchase one equity shares for every option at an exercise price of Rs. 41.25. There were no grants made during the year. All the remaining grant ESOPs have been exercised during the year, 31st March, 2022 and no ESOPs are outstanding under ESOP 2013 scheme as on 31st March, 2023.
The fair value of the share options is estimated at the grant date using Binomial Model taking into account the terms and conditions upon which the share options are granted and there are no cash settled alternatives for employees.
The Company''s policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence and to sustain future development of the business. The Board of Directors of the Company seek to maintain a balance between the higher returns that might be possible with higher level of borrowings and advantages of a sound capital position.
The Company monitors capital using a net debt to equity ratio, which is as follows:
1. Equity includes equity share capital and all other equity components attributable to the equity holders.
35 Financial risk management objectives and policies
The Company''s principal financial liabilities, comprise of borrowings, trade and other payables. The main purpose of these financial liabilities is to finance the Company''s operations. The Company''s principal financial assets include loans, Investments , trade and other receivables and cash and cash equivalents that are derived directly from its operations.
The Company is exposed to market risk, credit risk and liquidity risk. The Company''s management oversees the management of these risks and ensures that the Company''s financial risk activities are governed by appropriate policies and procedures and that financial risks are identified, measured and managed in accordance with the Company''s policies and risk objectives.
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 two types of risk: interest rate risk and other price risk, such as commodity/ real-estate risk.
The sensitivity analysis in the following sections relate to the position as at 31st March, 2023 and 31st March, 2022. The sensitivity analysis has been prepared on the basis that the amount of net debt and the ratio of fixed to floating interest rates of the debt. The analysis excludes the impact of movements in market variables on the carrying values of gratuity and other post retirement obligations/provisions.
The below assumption has been made in calculating the sensitivity analysis:
The sensitivity of the relevant profit or loss item is the effect of the assumed changes in respective market risks. This is based on the financial assets and financial liabilities held at 31st March, 2023 and 31st March, 2022.
Interest rate risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes in Interest rate. The entity''s exposure to the risk of changes in Interest rates relates primarily to the entity''s operating activities (when receivables or payables are subject to different interest rates) and the entity''s net receivables or payables.
The company is affected by the price volatility of certain commodities/ real estate. Its operating activities require the ongoing development of real estate. The company''s management has developed and enacted a risk management strategy regarding commodity/ real estate price risk and its mitigation. The company is subject to the price risk variables, which are expected to vary in line with the prevailing market conditions.
Interest rate sensitivity
The following tables demonstrate the sensitivity to a reasonably possible change in interest rates, with all other variables held constant for variable rate instruments. This calculation also assumes that the change occurs at the balance sheet date and has been calculated based on risk exposures outstanding as at that date. The year end balances are not necessarily representative of the average debt outstanding during the year.
2. Credit Risk
Credit risk is the risk that a counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. The carrying amount of following financial assets represents the maximum credit exposure.
Trade receivables
Receivables resulting from sale of properties: Customer credit risk is managed by requiring customers to pay advances before transfer of ownership, therefore substantially eliminating the company''s credit risk in this respect.
Financial Instrument and cash deposits
Credit risk from balances with banks and financial institutions is managed by the company''s treasury department in accordance with the company''s policy. Investments of surplus funds are made only with approved counterparties and within credit limits assigned to each counterparty. Counterparty credit limits are reviewed by the company''s Board of Directors on an annual basis. The limits are set to minimise the concentration of risks and therefore mitigate financial loss through a counterparty''s potential failure to make payments. The company''s maximum exposure to credit risk for the components of the statement of financial position at 31st March, 2023 and 31st March, 2022 is the carrying amounts.
3. 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.
D. Terms and conditions of transactions with related parties :
1) Transaction entered into with related party are made on terms equivalent to those that prevail in arm''s length transactions. Outstanding balances at the year-end are unsecured and interest free and settlement occurs in cash. There have been no guarantees provided or received for any related party receivables or payables. The company has not recorded any provision/ write-off of receivables relating to amounts owed by related parties.
2) In respect of the transactions with the related parties, the Company has complied with the provisions of Section 177 and 188 of the Companies Act, 2013 where applicable, and the details have been disclosed above, as required by the applicable accounting standards.
3) Refer note 31 for ESOPs granted as per ESOP schemes
4) Transactions entered for loan with related party are made on terms equivalent to those that prevail in arm''s length transactions. Outstanding loan balances are unsecured and there have been no guarantees received for such loan balances.
E. Commitments with related parties :
The company has not provided any commitment to the related party as at 31st March, 2023 (31st
March, 2022: Rs. Nil)
The company creates provision for post-employment gratuity benefits based on actuarial valuation of such liability. Such an actuarial valuation is carried out on a company-level and not an individual level. Hence, expenses incurred on key management personnel during the year to this extent is not identifiable and has thus not been disclosed.
Company as a lessee
The lease liability is initially measured at amortized cost at the present value of the future lease payments on the date of initial application. Right to use assets are initially recognized that is equal to lease liabilities on the initial application date.
The company has lease contract for office building used for its operations with lease term of 3 years and option of further extension for additional 7 years at the option of lessee . Accordingly, a right-of-use asset of Rs. 82.14 Lakhs and a corresponding lease liability of Rs. 82.14 Lakhs has been recognized. The principal portion of the lease payments have been disclosed under cash flow from financing activities. The company''s obligations under its leases are secured by the lessor''s title to the leased assets. The lease contract includes extension and termination options and variable lease payments, which are further discussed below.
The company had total cash outflows for leases of Rs. 11.04 in 31st March, 2023 (Rs. NIL in 31st March, 2022). The company had non-cash additions of right-of-use assets and lease liabilities of Rs. 82.14 lacs in 31st March, 2023 (Rs. NIL in 31st March, 2022).
The Company has incurred leasehold improvement cost of Rs. 82.15 lacs which will be amortised over the tenure of lease. (Refer Note 3.1)
40 Events after the reporting period:
The board of directors have proposed dividend after the balance sheet date which are subject to approval by the shareholders at the annual general meeting. Refer Note 13 for details.
41 Other statutory Information:
a The Company has availed loans from banks on the basis of security of current assets. The Company
files statement of current assets with the bank on periodical basis. There are no material discrepancies
between the statements filed by the Company and the books of accounts of the Company.
b The company has not been declared a wilful Defaulters by any bank or financial institution or consortium thereof in accordance with the guidelines on wilful defaulters issued by the RBI.
c There are no proceedings initiated or pending against the company for holding any benami property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and rules made thereunder.
d The company has not traded or invested in Crypto currency or Virtual Currency during the reporting periods.
e The company has neither advanced, loaned or invested funds nor received any fund to/from any person or entity for lending or investing or providing guarantee to/on behalf of the ultimate beneficiary during the reporting periods.
f There is no immovable property whose title deed is not held in the name of the company.
g There is no charge or satisfaction of charge which is yet to be registered with ROC beyond the
statutory period.
h The company has complied with the number of layers prescribed under clause (87) of section 2 of the Act read with the Companies (Restriction on number of Layers) Rules, 2017.
i The company has not entered into any scheme of arrangement in terms of sections 230 to 237 of the Companies Act, 2013.
j The company does not have any transaction not recorded in the books of accounts that has been surrendered
or not disclosed as income during the year in the tax assessments under the Income Tax Act, 1961.
42 The figures for the previous year have been regrouped/reclassified wherever necessary to confirm with the current year''s classification.
The accompanying notes are an integral part of these standalone financial statements.
Mar 31, 2022
(d) During the year ended 31st March, 2022 the company has allotted equity shares of ''10/- each on preferential issue and private placement basic of 40,32,200 (31st March, 2021 : Nil) equity shares to HDFC Capital Affordable Real Estate Fund - 1, 16,00,000 (31st March, 2021 : Nil) equity shares to Aura Business ventures LLP and 12,22,500 (31st March, 2021 : Nil) equity shares to Aura Merchandise Private Limited in accordance with provisions of the companies Act, 2013 read with rules made there under an other applicable laws for the time being in force.
(e) Terms / rights attached to the equity shares
The company has only one class of shares referred to as equity shares having a par value of ''10/-. Each holder of equity shares is entitled to one vote per share. The Company declares and pays dividend in Indian Rupees. The dividend proposed by the Board of director 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 the 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 shareholders.
(f) During the year ended 31st March, 2022 the Company has allotted 53,729 (31st March, 2021:Nil) equity shares of ''10/- each to the eligible employee''s pursuant to the exercise of stock options granted to them under Employees Stock Option Scheme - 2013 (AIL ESOP 2013) for shares reserved for issue under ESOP scheme
(g) For details of shares reserved for issue under the share based payment plan of the company, Please refer note 31.
Securities premium is used to record the premium on issue of shares. The reserve can be utilised only for limited purposes such as issuance of bonus shares in accordance with the provisions of the Companies Act, 2013.
Share based payment reserve
The share options based payment reserve is used to recognise the grant date fair value of options issued to employees under Employee stock option plan.
Nature of Securities on above Loans:
1. The line of credit facility amounting to '' 23.17 lacs (March 31, 2021 : '' 1,283.92 lacs) from HDFC Limited is secured by first mortgage of unsold units of project "Arvind Aavishkaar" together with hypothecation of receivables from the same project
2. Vehicle loans amounting to '' 173.70 lacs (March 31, 2021 : '' 101.53 lacs) are secured by respective vehicles.
3. Term loan taken and outstanding of ''NIL (March 31, 2021 : '' 738.13 lacs) is secured against residential land owned by Ahmedabad East infrastructure LLP (Subsidiary company) which is repayable in financial year 2020-21.
4. Non current term loan taken and outstanding of '' NIL (March 31, 2021 : '' 5,956.57 lacs) is secured against security owned by Ahmedabad East infrastructure LLP (Subsidiary company) and hypothecation of recievables, of project under the said entity.
5. Non current term loan taken and outstanding of ''NIL (March 31, 2021 : '' 3,831.46 lacs) is secured by way of mortgage of NA land at project Uplands situated at Nasmed village, Gandhinagar owned by Ahmedabad East Infrastructure LLP (Subsidiary Company) and recievables of Elan project owned by Yogita Shelters LLP (subsidiary company).
As at March 31, 2022 the company has given net advance of '' 1,587.01 lacs (31st March, 2021: '' 687.01 lacs) for purchase of land. Under the agreements executed with the land owners, the company is required to make further payments based on the agreed terms.
|
b. |
Contingent liabilities |
||
|
Particulars |
31st March, 2022 |
31st March, 2021 |
|
|
Disputed demands in respect of - |
|||
|
Income tax |
528.80 |
494.56 |
|
|
Indirect Tax (TDR) |
207.44 |
207.44 |
|
|
Indirect Tax (VAT) |
42.22 |
17.58 |
The Company has not recognized and acknowledged the claims as liability in the books of account amounting to ''528.80 Lacs (31st March, 2021: '' 494.56 lacs) which have been made against the company by Department of Income Tax since such claims have been disputed and pending before the appropriate authorities for final adjudication and accordingly sub-judice. The company has been advised by its legal counsel that it is only possible, but not probable, that the action will succeed. Accordingly, no provision for any liability has been made in these financial statements.
The Company has not recognized and acknowledged the claims as liability in the books of account amounting to '' 249.66 Lacs (31st March, 2021: '' 225.02 Lacs ) which have been made against the company by Department of Goods and service tax & Karnataka VAT, since such claims have been disputed and pending before the appropriate authorities for final adjudication and accordingly sub-judice. The claim of TDR of '' 207.44 lacs is paid under protest while Rs 42.22 have been paid in cash and by furnishing Bank guarantee. The company has been advised by its legal counsel that it is only possible, but not probable, that the action will succeed. Accordingly, no provision for any liability has been made in these financial statements..
The Company''s primary business is development of real estate comprising of residential, commercial and industrial projects. Company''s performance for operation as defined in Ind AS 108 is evaluated as a whole by chief operating decision maker (''CODM'') of the Company based on which development of real estate activities are considered as a single operating segment. The Company reports geographical segment which is based on the areas in which major operating divisions of the Company operate and the entire operations are based only in India and hence no further disclosures are made in this regards. During the year 2020-21 and 2021-22 , no single external customer has generated revenue of 10% or more of the Company''s total revenue.
30. Disclosure pursuant to employee benefits
A. Defined contribution plans : Provident fund and employee state insurance
The company makes contribution towards employees'' provident fund and employees'' state insurance plan scheme. Under the rules of these schemes, the Company is required to contribute a specified percentage of payroll costs. The Company during the year recognized '' 100.30 lacs (31st March,2021: '' 84.08 lacs ) as expense towards contributions to these plans.
B. Defined benefit plans (a) Gratuity
The Company provides for gratuity for employees in India as per the Payment of Gratuity Act, 1972. Employees who are in continuous service for a period of 5 years are eligible for gratuity. The amount of gratuity payable on retirement / termination is the employees last drawn basic salary per month computed proportionately for 15 days salary multiplied for the number of years of service. The gratuity plan is a non funded plan.
The company provides share-based payment schemes to its employees. During the year ended 31st March, 2022, an employee stock option plan (ESOP) was in existence. The relevant details of the scheme and the grant are as below:
Employee Stock Option (ESOP) Scheme (2013)
The Company instituted an Employees Stock Option Scheme (''ESOP 2013'') pursuant to the approval of the shareholders of the company at their Extraordinary General Meeting held on March 8, 2013. As per ESOP 2013, the company granted 10,32,972 options comprising equal number of equity shares in one or more tranches to the eligible employees of the company. The options under this grant would vest to the employees over a minimum period of 1 year and maximum 5 years based on continued service and certain performance parameters, with an exercise period of maximum five years from the date of respective vesting. As per the plan, holders of vested options are entitled to purchase one equity shares for every option at an exercise price of '' 41.25. There were no grants made during the year. All the remaining grant ESOPs have been exercised during the year and no ESOPs are outstanding under ESOP 2013 scheme as on 31 st March,2022.
Employee Stock Option (ESOP) Scheme (2016)
The Company instituted an Employees Stock Option Scheme (''ESOP 2016'') pursuant to the approval of the shareholders of the company at their Annual General Meeting held on 23rd September, 2016.
(a) During the year the company granted 4,50,000 options comprising equal number of equity shares in one or more tranches to the eligible employees of the company. The options under this grant would vest to the employees with 40% i.e. 1,80,000 ESOPs within 2 years and rest within 3 years , with an exercise period of maximum five years from the date of respective vesting. As per the plan, holders of vested options are entitled to purchase one equity shares for every option at an exercise price of '' 194.05.
(b) In earlier years, the company granted 3,70,000 options under ESOP 2016 scheme, comprising equal number of equity shares in one or more tranches to the eligible employees of the company.As per the plan, holders of vested options are entitled to purchase one equity shares for every option at an exercise price of '' 158.30.
The aggregated options under ESOP 2016 scheme as on 31st March''2022 is 8,20,000 that would vest to the employees over a minimum period of 1 year and maximum 5 years based on continued service and certain performance parameters, with an exercise period of maximum five years from the date of respective vesting.
35. Financial risk management objectives and policies
The Company''s principal financial liabilities, comprise of borrowings, trade and other payables. The main purpose of these financial liabilities is to finance the Company''s operations. The Company''s principal financial assets include loans, Investments , trade and other receivables and cash and cash equivalents that are derived directly from its operations.
The Company is exposed to market risk, credit risk and liquidity risk. The Company''s management oversees the management of these risks and ensures that the Company''s financial risk activities are governed by appropriate policies and procedures and that financial risks are identified, measured and managed in accordance with the Company''s policies and risk objectives..
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 two types of risk: interest rate risk and other price risk, such as commodity/ real-estate risk.
The sensitivity analysis in the following sections relate to the position as at 31st March, 2022 and 31st March, 2021. The sensitivity analysis has been prepared on the basis that the amount of net debt and the ratio of fixed to floating interest rates of the debt. The analysis excludes the impact of movements in market variables on the carrying values of gratuity and other post retirement obligations/provisions.
The below assumption has been made in calculating the sensitivity analysis:
The sensitivity of the relevant profit or loss item is the effect of the assumed changes in respective market risks. This is based on the financial assets and financial liabilities held at 31st March, 2022 and 31st March, 2021.
Interest rate risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes in Interest rate. The entity''s exposure to the risk of changes in Interest rates relates primarily to the entity''s operating activities (when receivables or payables are subject to different interest rates) and the entity''s net receivables or payables.
The company is affected by the price volatility of certain commodities/ real estate. Its operating activities require the ongoing development of real estate. The company''s management has developed and enacted a risk management strategy regarding commodity/ real estate price risk and its mitigation. The company is subject to the price risk variables, which are expected to vary in line with the prevailing market conditions.
Financial Instrument and cash deposits
Credit risk from balances with banks and financial institutions is managed by the company''s treasury department in accordance with the company''s policy. Investments of surplus funds are made only with approved counterparties and within credit limits assigned to each counterparty. Counterparty credit limits are reviewed by the company''s Board of Directors on an annual basis. The limits are set to minimise the concentration of risks and therefore mitigate financial loss through a counterparty''s potential failure to make payments. The company''s maximum exposure to credit risk for the components of the statement of financial position at 31st March, 2022 and 31st March, 2021 is the carrying amounts.
D. Terms and conditions of transactions with related parties :
(1) Transaction entered into with related party are made on terms equivalent to those that prevail in arm''s length transactions. Outstanding balances at the year-end are unsecured and interest free and settlement occurs in cash. There have been no guarantees provided or received for any related party receivables or payables. The company has not recorded any provision/ write-off of receivables relating to amounts owed by related parties.
(2) In respect of the transactions with the related parties, the Company has complied with the provisions of Section 177 and 188 of the Companies Act, 2013 where applicable, and the details have been disclosed above, as required by the applicable accounting standards.
(3) Refer note 31 for ESOPs granted as per ESOP schemes
39. The company has operating lease for office premises for 11 months which is renewable on periodic basis as per mutually agreed terms and is cancellable by giving one month notice by either parties. The company has availed the exemption of short term lease. Amount charged to profit and loss account in this regards amounts to Rs 11.04 lacs (31st March, 2021: '' 11.04 Lacs)
40. Other statutory Information:
a The Company has availed loans from banks on the basis of security of current assets. The Company files statement of current assets
with the bank on periodical basis. There are no material discrepancies between the statements filed by the Company and the books of
accounts of the Company.
b The company has not been declared a wilful Defaulters by any bank or financial institution or consortium thereof in accordance with the guidelines on wilful defaulters issued by the RBI.
c There are no proceedings initiated or pending against the company for holding any benami property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and rules made thereunder.
d The company has not traded or invested in Crypto currency or Virtual Currency during the reporting periods.
e The company has neither advanced, loaned or invested funds nor received any fund to/from any person or entity for lending or investing or providing guarantee to/on behalf of the ultimate beneficiary during the reporting periods.
f There is no immovable property whose title deed is not held in the name of the company.
g There is no charge or satisfaction of charge which is yet to be registered with ROC beyond the statutory period.
h The company has complied with the number of layers prescribed under clause (87) of section 2 of the Act read with the Companies (Restriction on number of Layers) Rules, 2017.
i The company has not entered into any scheme of arrangement in terms of sections 230 to 237 of the Companies Act, 2013.
j The company does not have any transaction not recorded in the books of accounts that has been surrendered or not disclosed as
income during the year in the tax assessments under the Income Tax Act, 1961.
41. The COVID-19 pandemic had disrupted various business operations during last year due to various emergency measures and directives imposed by the governments. The operations of the Company were impacted briefly during the previous year. The Company continued with its operations in a phased manner in line with directives from the authorities. As this is a continuing process, the company will continue to evaluate impact, if any in this regards on the financial results.
42. The figu res for the previous year have been regrouped/reclassified wherever necessary to conform with the current year''s classification.
Mar 31, 2018
1. Corporate Information
Arvind SmartSpaces Limited (Formerly known as Arvind Infrastructure Limited) (âCompanyâ or âASLâ) is a public company domiciled in India and is incorporated on 26th December, 2008 under the provisions of the Companies Act applicable in India. Its shares are listed on the National Stock Exchange of India Limited and Bombay Stock Exchange Limited. The registered office of the Company is located at 24, Government Servant society, Nr Municipal Market, CG road, Navrangpura, Ahmedabad - 380009. The company is engaged in the development of real estate comprising of residential, commercial and industrial projects.
The standalone financial statements were authorized for issue in accordance with a resolution of the directors on 1st May, 2018.
(d) Terms / rights attached to the equity shares
(i) The company has only one class of shares referred to as equity shares having a par value of Rs.10/-. Each holder of equity shares is entitled to one vote per share. The Company declares and pays dividend in Indian Rupees. The dividend proposed by the Board of director is subject to the approval of the shareholders in the ensuing Annual General meeting.
(ii) In the event of liquidation of the company the holders of the 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 shareholders.
(iii) During the year, company has allotted 31,75,000 equity shares of Rs.10/- each at a premium of Rs.78/- each pursuant to conversation of the warrants issued and allotted earlier on preferential basis to the promoter and promoter group entities.
Nature of Security
1. The line of credit facility amounting to Rs.8,015.29 lacs (31st March, 2017 : Rs.5,912.45 lacs ; 1st April, 2016 : Rs.6,103.55 lacs ) from HDFC Limited is secured by first mortgage of project land named âArvind Sporciaâ bearing Revenue Survey Nos. 89/6, 90/1 and 90/2 all situated at Rachenahalli village, Krishnarajapuram Hobli, Bangalore East with the development with thereon- present and future and further secured by unsold units of âArvind Citadelâ project being developed on Plot no. 162, TPS 20, City Survey no. 555, Behind Super Mall, off C G Road, Navrangpura, Ahmedabad along with undivided share in land , further secured by unsold units of âArvind Expansiaâ project being developed on Survey No. 55, Mahadevapura village, Krishnarajapuram Hobli, Whitefield Road, Bangalore along with undivided share in land and further secured by first mortgage pf project land named âArvind Skylandsâ bearing Revenue Survey Nos. 40, 45/2B, & 45/2C, Jakkur Main Road, Shivanahalli, GKVK layout, Yelahanka Hobli, Bangalore along with construction thereon and together all rights appurtenant thereto.
2. Vehicle loans amounting to Rs.169.75 lacs (31st March, 2017 : Rs.106.17 lacs; 1st April, 2016 : Rs.59.19 lacs) are secured by vehicles.
3. Out of total term loan outstanding of Rs.7,887.50 lacs, Rs.2,925.00 lacs is secured against pledged equity shares held by Aura Securities Private Limited and balance amount is secured against residential land at project Uplands phase II.
2. Commitments and Contingencies
a. Commitments
As at 31st March, 2018 the company has given Rs.1207.08 lacs (31st March, 2017: Rs.3074.51 lacs; 1st April, 2016 : Rs.4145.46 lacs) as advances for purchase of land. Under the agreements executed with the land owners, the company is required to make further payments based on the agreed terms.
Notes:
The Company has not recognized and acknowledged the claims as liability in the books of account amounting to Rs.460.02 lacs (31st March, 2017: Rs.460.02 lacs; 1st April, 2016 '' 90.84 lacs) which have been made against the company by Department of Income Tax since such claims have been disputed and pending before the appropriate authorities for final adjudication and accordingly sub-judice. The final outcome of such lawsuits filed against the Company is not presently ascertained and accordingly no provision in respect thereof has been made in the books of account of the company.
3. Segment Reporting
In accordance with Ind AS 108 ''Operating Segment'', segment information has been given in the Consolidated Financial Statements of the Company and therefore, no separate disclosure on segment information is given in the Standalone Financial Statements.
4 Disclosure pursuant to employee benefits
A. Defined contribution plans : Provident fund and employee state insurance
The company makes contribution towards employees'' provident fund and employees'' state insurance plan scheme. Under the rules of these schemes, the Company is required to contribute a specified percentage of payroll costs. The Company during the year recognized Rs.59.87 lacs (31st March,2017: Rs.59.32 lacs ) as expense towards contributions to these plans.
B. Defined benefit plans (a) Gratuity
The Company provides for gratuity for employees in India as per the Payment of Gratuity Act, 1972. Employees who are in continuous service for a period of 5 years are eligible for gratuity. The amount of gratuity payable on retirement / termination is the employees last drawn basic salary per month computed proportionately for 15 days salary multiplied for the number of years of service. The gratuity plan is a non funded plan.
5. Share-based payments
The company provides share-based payment schemes to its employees. During the year ended 31st March, 2018, an employee stock option plan (ESOP) was in existence. The relevant details of the scheme and the grant are as below:
The Company instituted an Employees Stock Option Scheme (''ESOP 2013'') pursuant to the approval of the shareholders of the company at their Extraordinary General Meeting held on 8th March, 2013. As per ESOP 2013, the Group granted 10,32,972 (till 31st March, 2017: 10,32,972) options comprising equal number of equity shares in one or more tranches to the eligible employees of the company. The options under this grant would vest to the employees over a minimum period of 1 year and maximum 5 years based on continued service and certain performance parameters, with an exercise period of maximum five years from the date of respective vesting. The other relevant terms of the grant are as below:
The fair value of the share options is estimated at the grant date using Binomial Model taking into account the terms and conditions upon which the share options are granted and there are no cash settled alternatives for employees.
The management assessed that the fair values of cash and cash equivalents, loans, trade receivables, other financial assets, 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.
6. Capital management
The Company''s policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence and to sustain future development of the business. The Board of Directors of the Company seek to maintain a balance between the higher returns that might be possible with higher level of borrowings and advantages of a sound capital position.
The Company monitors capital using a net debt to equity ratio, which is as follows:
1. Equity includes equity share capital and all other equity components attributable to the equity holders.
2. Net debt includes borrowings (non-current and current) less cash and cash equivalents
7. Financial risk management objectives and policies
The Company''s principal financial liabilities, comprise of borrowings, trade and other payables. The main purpose of these financial liabilities is to finance the Company''s operations. The Company''s principal financial assets include loans, trade and other receivables and cash and cash equivalents that are derived directly from its operations.
The Company is exposed to market risk, credit risk and liquidity risk. The Company''s management oversees the management of these risks and ensures that the Company''s financial risk activities are governed by appropriate policies and procedures and that financial risks are identified, measured and managed in accordance with the Company''s policies and risk objectives.
1. 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 two types of risk: interest rate risk and other price risk, such as commodity/ real-estate risk.
The sensitivity analysis in the following sections relate to the position as at 31st March, 2018 and 31st March, 2017. The sensitivity analysis has been prepared on the basis that the amount of net debt and the ratio of fixed to floating interest rates of the debt. The analysis excludes the impact of movements in market variables on the carrying values of gratuity and other post retirement obligations/provisions.
The below assumption has been made in calculating the sensitivity analysis:
The sensitivity of the relevant profit or loss item is the effect of the assumed changes in respective market risks. This is based on the financial assets and financial liabilities held at 31st March, 2018 and 31st March, 2017.
Interest rate risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes in Interest rate. The entity''s exposure to the risk of changes in Interest rates relates primarily to the entity''s operating activities (when receivables or payables are subject to different interest rates) and the entity''s net receivables or payables.
The company is affected by the price volatility of certain commodities/ real estate. Its operating activities require the ongoing development of real estate. The company''s management has developed and enacted a risk management strategy regarding commodity/ real estate price risk and its mitigation. The company is subject to the price risk variables, which are expected to vary in line with the prevailing market conditions.
Interest rate sensitivity
The following tables demonstrate the sensitivity to a reasonably possible change in interest rates, with all other variables held constant for variable rate instruments. This calculation also assumes that the change occurs at the balance sheet date and has been calculated based on risk exposures outstanding as at that date. The year end balances are not necessarily representative of the average debt outstanding during the year.
2. Credit Risk
Credit risk is the risk that a counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. The carrying amount of following financial assets represents the maximum credit exposure.
Trade receivables
Receivables resulting from sale of properties:
Customer credit risk is managed by requiring customers to pay advances before transfer of ownership. therefore, substantially eliminating the company''s credit risk in this respect.
Receivables resulting from other than sale of properties:
Credit risk is managed by each business unit subject to the company''s established policy, procedures and control relating to customer credit risk management. Outstanding customer receivables are regularly monitored. The impairment analysis is performed at each reporting date on an individual basis for major clients. In addition, a large number of minor receivables are grouped into homogeneous groups and assessed for impairment collectively. The maximum exposure to credit risk at the reporting date is the carrying value of each class of financial assets. The company does not hold collateral as security. The company''s credit period generally ranges from 30-60 days.
Financial Instrument and cash deposits
Credit risk from balances with banks and financial institutions is managed by the company''s treasury department in accordance with the company''s policy. Investments of surplus funds are made only with approved counterparties and within credit limits assigned to each counterparty. Counterparty credit limits are reviewed by the company''s Board of Directors on an annual basis. The limits are set to minimise the concentration of risks and therefore mitigate financial loss through a counterparty''s potential failure to make payments. The company''s maximum exposure to credit risk for the components of the statement of financial position at 31st March, 2018 and 31st March, 2017 is the carrying amounts.
3. 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.
8. Issue of equity shares
The Company at its Extraordinary General Meeting held on 25th January, 2018, approved increase in authorised share capital of the Company from Rs.35,00,00,000 to Rs.50,00,00,000 by creation of additional 1,50,00,000 (One Crore Fifty lacs) equity shares of Rs.10/- (Rupees Ten) each and consequent amendments in the capital clause of Memorandum of Association of the Company.
During the year 2017-18, the Company has allotted 2,83,243 equity shares of Rs.10/- each to the eligible employee/s pursuant to the exercise of stock options granted to them under Employees Stock Option Scheme - 2013 (AIL ESOP 2013) and 31,75,000 equity shares of Rs.10/- each to the warrant holders being promoter and promoter group entities pursuant to exercise of option of conversion of warrants by them under Tranche II of the Preferential issue made in April 2016. Consequently, the paid up equity share capital of the Company as at 31st March, 2018 stood at Rs.31,86,75,500/consisting of 3,18,67,550 equity shares of Rs.10/- each.
D. Terms and conditions of transactions with related parties :
Transaction entered into with related party are made on terms equivalent to those that prevail in arm''s length transactions. Outstanding balances at the year-end are unsecured and interest free and settlement occurs in cash. There have been no guarantees provided or received for any related party receivables or payables. The company has not recorded any provision/ write-off of receivables relating to amounts owed by related parties.
E. Transactions with key management personnel :
The company creates provision for post-employment gratuity benefits based on actuarial valuation of such liability. Such an actuarial valuation is carried out on a company-level and not an individual level. Hence, expenses incurred on key management personnel during the year to this extent is not identifiable and has thus not been disclosed.
9. First time adoption of Ind AS
These standalone financial statements, for the year ended 31st March, 2018, are the first time the company has prepared in accordance with Ind AS. For periods up to and including the year ended 31st March, 2017, the company prepared its financial statements in accordance with accounting standards notified under section 133 of the Companies Act 2013, read together with paragraph 7 of the Companies (Accounts) Rules, 2014 (''Previous GAAP'' or ''IGAAP'').
Accordingly, the Company has prepared the standalone financial statements which comply with Ind AS applicable for year ending on 31st March, 2018 together with the comparative period data as at and for the year ended 31st March, 2017, as described in the summary of significant accounting policies. In preparing these financial statements, the Company''s opening balance sheet was prepared as at 1st April, 2016, the Company''s date of transition to Ind AS.
i. Exemptions availed:
a. Deemed cost
Ind AS 101 permits a first-time adopter to elect to continue with the carrying value for all of its property, plant and equipment as recognised in the financial statements as at the date of transition to Ind AS, measured as per the Previous GAAP and use that as its deemed cost as at the date of transition. This exemption can also be used for intangible assets covered by Ind AS 38 Intangible Assets. Accordingly, the company has elected to measure all of its property, plant and equipment and intangible assets at their Previous GAAP carrying value.
b. Investments in subsidiaries and joint ventures
Ind AS 27 requires investments in subsidiaries and joint ventures to be recorded at cost or in accordance with Ind AS 109 in its separate financial statements. However Ind AS 101 provides an option in case the Company decides to measure such investments at cost (determined in accordance with Ind AS 27) or deemed cost (fair value or previous GAAP carrying amount) at that date. Accordingly, the Company has availed the above exemption and recognized such investments at the previous GAAP carrying amount at the date of transition to Ind AS.
c. Share based payments
Ind AS 101 provides an option to not apply Ind AS 102 to liabilities arising from share-based payment transactions that were settled before the date of transition to Ind AS. The company has elected to avail this exemption and apply the requirements of Ind AS 102 to all such grants under the ESOP plan, which are not settled as at the date of transition to Ind AS.
ii. Exceptions applied:
a. Estimates
An entity''s estimates in accordance with Ind AS at the date of transition to Ind AS shall be consistent with estimates made for the same date in accordance with previous GAAP, unless there is objective evidence that those estimates were in error. Ind AS estimates as at 1stApril, 2016 and 31st March, 2017 are consistent with the estimates as at the same date made in the conformity with previous GAAP .
b. Classification and measurement of financial assets
Ind AS 101 requires an entity to assess classification and measurement of financial assets on the basis of the facts and circumstances that exist at the date of transition to Ind AS.
Footnotes to the reconciliation of equity as at 1st April, 2016 and 31st March, 2017 and total comprehensive income for the year ended 31st March, 2017 :
1. Share-based payments
Under Ind-AS, employee share-based payments should be accounted for using the fair value method. In contrast, existing Indian GAAP permits an option of using either the intrinsic value method or the fair value method.
2. Defined benefit liabilities
Under Previous GAAP, actuarial gains and losses were recognized in the statement of profit and loss. Under Ind AS, the actuarial gains and losses form part of remeasurement of net defined benefit liability/asset which is recognized in other comprehensive income in the respective periods.
3. Deferred tax
Indian GAAP requires deferred tax accounting using the income statement approach, which focuses on differences between taxable profits and accounting profits for the period. Ind AS 12 requires entities to account for deferred taxes using the balance sheet approach, which focuses on temporary differences between the carrying amount of an asset or liability in the balance sheet and its tax base. The application of Ind AS 12 approach has resulted in recognition of deferred tax on new temporary differences which was not required under Indian GAAP. In addition, the various transitional adjustments lead to temporary differences. According to the accounting policies, the company has to account for such differences. Deferred tax adjustments are recognised in correlation to the underlying transaction either in retained earnings or a separate component of equity.
4. Other comprehensive income
Under Indian GAAP, the company has not presented other comprehensive income (OCI) separately. Hence, it has reconciled Indian GAAP profit/loss to profit/loss as per Ind AS. Further, Indian GAAP profit/loss is reconciled to total comprehensive income as per Ind AS.
5. The transition from Previous GAAP to Ind AS has not had a material impact on the statement of cash flows.
Mar 31, 2016
Note :
During the period of five financial years immediately preceding the Balance Sheet date, the company has not:
(i) allotted any fully paid-up equity shares by way of bonus shares;
(ii) allotted any equity shares pursuant to any contract without payment being received in cash;
(iii) bought back any equity shares
Note (*)
During the previous financial year, the company has changed its face value of its equity shares from '' 10/- to '' 1/- each. As a result total number of shares has gone up from 10050000 to 100500000. (Refer Note No. 32)
(d) Rights, Preferences and Restrictions
(i) The company has only one class of shares referred to as equity shares having a par value of ''10/-. Each holder of equity shares is entitled to one vote per share. However no equity shareholder shall exercise any voting rights in respect of any shares registered in his name on which any calls or other sums presently payable by him have not been paid or in regard to which the Company has exercised any right of lien. Further a member paying the whole or part of amount remaining unpaid on any shares held by him although no part of that amount has been called up shall not be entitled to vote.
(ii) The holders of equity shares are entitled to receive dividends as declared from time to time. No dividend shall be payable except out of profits of the Company arrived at in the manner provided for in Section 123 of the Companies Act, 2013.
(iii) All shares rank equally with regard to Companyâs residual assets, except that preference shareholders participate only to the extent of the face value of shares. Accordingly in the event of liquidation of the company the holders of the 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 shareholders.
Terms of Repayment of Loans
Secured Loan
Line of Credit Facility
HDFC Limited The Company will ensure at least 30% of sales receivable towards the principal repayment from the date of first disbursement; this percentage will be reviewed subsequently every quarter and will be mutually modified with company as per progress of work. Rate of interest 11.10% as at year end.(P.Y. NIL)
However, the maximum principal of the loan will not exceed as per the schedule as below, beginning from the date of first disbursement :
At the end of 39th month : Rs, 2,000.00 lacs At the end of 42nd month :Rs, 1,500.00 lacs At the end of 45th month : Rs, 1,000.00 lacs At the end of 48th month : Rs, NIL or earlier at HDFCâs Option
Since, The repayment of borrowings under line of credit facilities is linked to companies sales receivable which is not predefined and cannot be determine precisely. Hence, the company has measured the current maturity based on repayment schedule mentioned above where by company has option to repay such sums any time prior to end of 39th month from the date of disbursement.
Vehicle Loan
HDFC Bank Limited Loan is repayable in monthly installments of Rs, 13,695/- commencing from August,2014 and last installment falls due on July, 2019 (Account No. 28783208)
Loan is repayable in monthly installments of Rs, 29,705/- commencing from June, 2014 and last installment falls due on May, 2019 (Account No. 28228237)
Loan is repayable in monthly installments of Rs, 20,360/- commencing from August, 2015 and last installment falls due on July,2020 (Account No. 33736782)
Loan is repayable in monthly installments of Rs, 16,307/- commencing from January,2015 and last installment falls due on December,2020 (Account No. 36441045)
Loan is repayable in monthly installments of Rs, 22,975/- commencing from December,2015 and last installment falls due on November,2020 (Account No. 36010403)
Loan is repayable in monthly installments of Rs, 44,514/- commencing from September,2015 and last installment falls due on August,2020 (Account No. 34683298)
The Company has not recognized and acknowledged the claims as liability in the books of account amounting to Rs, 90.84 Lacs (P.Y. Rs, 7.52 lacs) which have been made against the company by Department of Income Tax since such claims have been disputed and pending before the appropriate authorities for final adjudication and accordingly sub-judice. The final outcome of such lawsuits filed against the Company is not presently ascertained and accordingly no provision in respect thereof has been made in the books of account of the company.
1. Scheme of Demerger
During the current financial year, the company has received the order of the Honorable High court of Gujarat approving composite scheme of Arrangement (,Composite schemeâ) in the nature of demerger and transfer of real estate undertaking of Arvind Limited (âthe transferor companyâ) and consequential Restructuring of share capital between the company and the transferor company under section 391 to 394 read with section 78 and 100 to 103 of the Companies Act, 1956 (The Act). Pursuant to scheme become effective the Face value of equity share capital of the Company is restructured by consolidation of 10 shares of '' 1/- each into 1 share of '' 10/-.
The figures in the current year include figures of the Demerged undertaking which has been merged with the Company with effect from 1st April, 2015, and therefore, the figures of current year are not comparable with those of the previous year.
Demerger and transfer of real estate undertaking of Arvind Ltd. to the company:
(a) In the terms of the Composite Scheme sanctioned by order dated 18th April, 2015 (notified on 21st April, 2015) of the Honâble High Court of Gujarat, the real estate undertaking of Arvind Ltd. has been merged with the company with effect from 1st April, 2015 (that being the appointed date of the Scheme). Accordingly, the Demerged Undertaking with all assets and liabilities related to the Demerged Undertaking have been transferred to and vested in the Arvind Infrastructure Limited (âthe transferee Companyâ) with effect from 1st April, 2015.
(b) In accordance with the Scheme
(i) All the assets, liabilities, rights and obligations of the real estate undertaking of Arvind Ltd have been vested in Arvind Infrastructure Limited with effect from 1st April, 2015 and have been recorded at their respective book values.
(ii) The amount of consideration paid to shareholders of transferor company towards transfer of undertaking to and vested in the company through amalgamation in the nature of Demerger, in the form of 1 (one) fully paid up equity share of '' 10/- each of the transferee Company issued and allotted for every 10 (ten) fully paid up equity shares of '' 10/- each held in transferor company.
(iii) The amount of difference in the net value of assets transferred pursuant to the scheme and the amount of consideration as issued pursuant to the scheme, netted by existing share capital cancelled and has been adjusted against securities premium account.
(iv) Upon scheme being effective, and upon the issue and allotment of the new shares of the transferee company to the shareholders of Transferor Company, the existing shares of Transferee Company as held by the transferor company and its nominees stands cancelled.
3. Employee Benefits
(a) Defined contribution to Provident fund and Employee state insurance
The company makes contribution towards employeesâ provident fund and employeesâ state insurance plan scheme. Under the rules of these schemes, the Company is required to contribute a specified percentage of payroll costs. The Company during the year recognized Rs, 43.08 Lacs (P.Y. Rs, 30.31 Lacs) as expense towards contributions to these plans.
4. The Company operates within a solitary business segment i.e. Developing of commercial and residential units, the disclosure requirements of Accounting Standard - 17 âSegment Reportingâ issued by the Institute of Chartered Accountants of India is not applicable.
5. Related Party Disclosures
As per Accounting Standard 18, issued by the Institute of Chartered Accountants of India, the disclosures of transactions with the related parties as defined in the Accounting Standard are given below:
(a) List of related parties with whom transactions have taken place during the year and relationship:
Sr. Name of related party Relationship
No.___
1 Shri Kamal Singal Key Management Personnel
2 Shri Mehul Shah Chief Financial Officer
3 Arvind Limited Holding Company (Up to 31st March, 2015)
4 Arvind Accel Limited Fellow Subsidiary Company (Up to 31st March, 2015)
5 Arvind Envisol Private Limited Step down Subsidiary of Holding Company (Up to 31st March, 2015)
6 Arvind Brands and Retail Limited Fellow Subsidiary Company (Up to 31st March, 2015)
7 Arvind Lifestyle Brands Limited Fellow Subsidiary Company (Up to 31st March, 2015)
8 Asman Investments Limited (Division Lalbhai Sales and Services) Fellow Subsidiary Company (Up to 31st March, 2015)
9 Arvind Hebbel Homes Private Limited Subsidiary Company
10 Aura Securities Private limited Enterprise exercising significant influence in reporting enterprise
11 Arvind B Safal Homes LLP Joint Venture
12 Ahmedabad East Infrastructure LLP Subsidiary Enterprise (Partner in LLP)
13 Ahmedabad Industrial Infra (One) LLP Subsidiary Enterprise (Partner in LLP)
14 Arvind Alcove LLP Subsidiary Enterprise (Partner in LLP)
15 Arvind Altura LLP Subsidiary Enterprise (Partner in LLP)
16 Arvind and Smart Value Homes LLP Subsidiary Enterprise (Partner in LLP) (Up to 1st December, 2014)
17 Arvind Five Homes LLP Subsidiary Enterprise (Partner in LLP)
18 Arvind Infracon LLP Subsidiary Enterprise (Partner in LLP)
19 Changodar Industrial Infrastructure (One) LLP Subsidiary Enterprise (Partner in LLP)
20 Arvind Beyond Five Club LLP Subsidiary Enterprise (Partner in LLP)
7. Balances of creditors, loans and advances are subject to confirmation by the parties concerned.
8. During the year, Board of Directors have passed resolution dated 21st March, 2016 approving and recommending to create, offer, issue and allot 53,70,000 warrants to unlisted promoter entity and 3,80,000 warrants to unlisted promoter group entities at Rs, 88.00 per warrant for an aggregate consideration of Rs, 5,060.00 lacs by way of preferential issue, entitling such warrant holders to convert the warrants into equivalent numbers of equity shares in one or more tranches within eighteen months from the date of allotment of warrants. Subsequent to balance sheet date, the company, upon receipt of approval in extra ordinary general meeting held on 21st April, 2016, the company has allotted 57,50,000 number of warrant to aforesaid entities.
9. The Company is primarily engaged in the business of real estate, hence information as required under paragraphs 5(8) of general instructions for preparation of the statement of profit and loss as per Schedule III to the Companies Act, 2013 is stated to the extent applicable.
10.. Statement of Management
(a) The current assets, loans and advances are good and recoverable and are approximately of the values, if realized in the ordinary courses of business unless and to the extent stated otherwise in the Accounts. Provision for all known liabilities is adequate and not in excess of amount reasonably necessary.
(b) Balance Sheet, Statement of Profit and Loss and cash flow statement read together with Notes to the accounts thereon, are drawn up so as to disclose the information required under the Companies Act, 2013 as well as give a true and fair view of the statement of affairs of the Company as at the end of the year and results of the Company for the year under review.
11. Previous year figures have been regrouped, reworked and reclassified wherever necessary.
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Arvind SmartSpaces Ltd. Financial Data
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