AWL Agri Business Ltd. के अकाउंट के लिये नोट

Mar 31, 2025

(a) CWIP as at March 31, 2025, includes cost incurred on Construction of Pipeline connectivity from port to refinery at Hazira Plant. The completion of construction of pipeline is pending since more than 2 years. The reason for the delay is due to pending approval of ''Right to Way'' from the Government of Gujarat (GoG) over the land through which pipeline has passed through.

(b) As at March 31,2025, certain projects whose completion is overdue to its original plan. Details there of disclosed in (c) below.

(c) As at March 31, 2025, Expansion Projects carried out at Gohana, Bundi, Haldia and Kadi Plants of the Company, comprises cost incurred of H 746.46 crores, are delayed from its original completion dates. Though the Board of Directors of the Company has approved extended / revised timeline for completion of those projects by September 30, 2025. Apart from that there has been no Projects whose costs have exceeded the original plan which was approved by the Board of Directors as at March 31, 2025 as well as no projects exceeded completion timeline or cost from original plan as at March 31, 2024.

b) No loans are granted to Promoter, Directors, Key Managerial Personnel and any person related to them either severally or jointly with any other person and that are repayable on demand or without specifying any terms or period of repayment.

c) Loan of H 49.05 Crore (previous year H 49.05 Crore) given to joint venture entities has been due for recovery in current year and has been extended / renewed by the Company for further 2 years on the date it became due.

a) Refer note 37 security deposits given to related parties.

b) Placed as margin for Term loan from banks, Bank Guarantee, Buyer''s credit and Letter of Credit facilities availed by the Company. (refer note 18 & 20)

c) Incentives receivable includes H 12.29 Crore receivable under West Bengal state support for industry scheme 2008 for sales tax / VAT paid during FY 2015-16 & 2016-17. The Company has recognised claim in FY 2015-16 & 2016-17 basis Industrial Promotional Assistance (IPA) sanction letter dated November 16, 2016. The Company has filled writ petition since February 10, 2023 with the Hon''ble High Court of Kolkata against the State Government for recovery of outstanding incentive. During the previous year the Company has received favorable order from the Hon''ble High Court vide order dated March 09, 2024, pursuant to which the Hon''ble High Court ordered the State Government to disburse the pending claim amount at the earliest, preferably within two months. During the year, the State Govt. has filled an appeal with larger bench of the Hon''ble High Court against the order passed by single bench of the Hon''ble High Court. The Company has also filled an appeal for contempt of the Hon''ble High Court''s order. Both appeals are yet to be adjudicated and pending with the Hon''ble High Court.

Incentive of H 16.37 Crore pertain to Industrial Incentive for Capital Expenditure for rebate on sales tax and power charges receivable from the State Government of Andhra Pradesh & Telangana. The Company has recognised claim based on approval received from the commissioner of Industries of Andhra Pradesh in earlier years. During the previous year, the Company has filled writ petition with the Hon''ble High Court of Andhra Pradesh for recovery of pending incentive. Appeal filled by the Company is yet to be adjudicated by the Hon''ble High Court.

Management of the Company, on the basis of favorable order from the Hon''ble High Court and the Hon''ble Supreme Court in the similar matter of other companies and on the basis of legal advise of the external legal counsel, assessed that the amount recognised is recoverable. However, considering the impact of time value of money on ultimate realisation of incentive receivables the Company has take adjustment and netted off against outstanding receivables.

d) No receivables are due from directors or other officers of the Company either severally or jointly with any other person nor any other receivable are due from firms or private companies in which any director is a partner, a director or a member.

a) i) Includes H 517.68 Crore (previous year H 517.68 Crore) paid under protest as social welfare surcharge (SWS) levied on basic custom duty during the period from September 25, 2019 to June 30, 2021 at specified rate on import of material. The Company has filled writ petition in the matter with the Hon''ble High Court of Gujarat and the Hon''ble Hight Court of Andhra Pradesh against the custom department claim of payment of SWS in cash although basic and additional duty of customs are exempted on material imported against valid MEIS / SEIS duty scripts. The Company, on the basis of legal advise from the external legal counsel, assessed that there is good chance that the matter will be decided in the Company''s favour. The Company has however, provided the amount in full and disclosed the same as provision. (refer note 19)

ii) Apart from above, the Company has also paid under the protest differential custom duty of H 19.86 Crore (previous year H 19.86 Crore) on import of materials in earlier years. The Company has filled appeal with the tax authorities / the Hon''ble High Courts against the assessment made by the customs authority for refund of differential duty. During the previous year, the Company has received refund of amount deposited under protest of H 4.85 Crore from the CESTAT Bangalore (amount involved H 3.54 Crore) and the Hon''ble High Court of Gujarat (amount involved H 2.68 Crore) along with interest of H 1.53 Crore an aforesaid refund. The Customs Authority then filled petition with the Hon''ble Supreme Court against the order of the Hon''ble High Court of Gujarat which is not yet decided. The Company on the basis of legal advise from the external legal counsel and favorable judgement from CESTAT Bangalore and the Hon''ble Hight Court of Gujarat, assessed that the Company has a good chance that the matter will be decided in the Company''s favour.

iii) The Company has also deposited H 16.76 Crore (previous year H 15.77 Crore) to various government authorities against demand of taxes and duties against on going litigations disclosed as contingent liabilities. (refer note 34)

a) The inventories are recognised net of H 93.91 Crore (previous year H Nil Crore) in respect of write-downs of inventory to net realisable value. During the year, previous year write-downs of H Nil Crore (previous year H 290.37 Crore) have been reversed owing to subsequent increase in realisable value.

b) Inventories are pledged / hypothecated as security against the term loan and working capital facility availed from banks. (refer note 18 & 20)

c) Inventories of packing material and stores and consumables are net of provision of H 26.53 Crore (previous year H 14.54 Crore) for slow moving / non moving / obsolete inventories.

a) Secured receivables backed by customer''s deposits and bank guarantees.

b) Trade receivables are non-interest bearing and are generally having credit period of 7 to 45 days. Interest is levied on delay payment at 18% per annum.

c) No trade receivables are due from directors or other officers of the Company either severally or jointly with any other person nor any trade or other receivable are due from firms or private companies in which any director is a partner, a director or a member.

d) Above balances with trade receivables include balances with related parties and for the terms and conditions relating to related party receivalbles. (refer note 37)

e) There are no such contract assets reclassified to receivables. (refer note 41)

f) Trade receivables are pledged / hypothecated as security against the term loan and working capital facility availed from banks. (refer note 18 & 20)

a) Margin money deposits represent security held by bank towards Bank Guarantee, Buyer''s credit and Letter of Credits issued by the bankers on behalf of the Company.

b) Other earmarked deposits H 793.18 Crore (previous year H 790.08 Crore) are held as lien against banks overdraft facilities.

c) Includes Initial Public Offer (IPO) proceeds of H 440.00 Crore (previous year H 1200.00 Crore) in Scheduled commercial bank which will be utilised as stated in the prospectus. (refer note 46)

d) Includes balance of Initial Public Offer (IPO) proceeds of H 23.83 Crore (previous year H 13.79 Crore) in Current Account with a Scheduled commercial bank and H 1.06 Crore (previous year H 0.31 Crore) with monitoring agency account which will be utilised for payment of IPO expenses as stated in the prospectus. (refer note 46)

e) As at 31st March 2025, the Company had available H 5,271.77 Crore (previous year H 6,706.78 Crore) of undrawn committed working capital borrowing facilities and H 1060.50 Crores (previous year Nil) of undrawn term loan facilities.

a) No receivables are due from directors or other officers of the Company either severally or jointly with any other person nor any other receivable are due from firms or private companies in which any director is a partner, a director or a member.

b) For fair value measurement and for commodity price risk and foreign currency risk refer note 43.

c) Other Financial assets are pledged / hypothecated as security against the term loan and working capital facility availed from banks. (refer note 18 & 20)

During the year, the Company has sold freehold land situated at Amta, which was identified as asset held for sale for a consideration of H 7.90 Crore on December 20, 2024, having carrying value of H 6.97 Crore. Further, some of the assets were identified as usable and transferred to other manufacturing units, accordingly the Company has re-classified the assets valuing H 0.24 Crore to PPE from assets held from sale. During the previous year, the Company had identified to sell the crushing and refining unit along with freehold land located at Chhindwara in the state of Madhya Pradesh and a freehold land at Amta in the state of West Bengal. Considering the same, the Company has reclassified aforesaid assets as held for sale from PPE. Net block of aforesaid assets on the date of re-classification is H 29.81 Crore and the management has estimated realisable value of assets held for sale is higher than its carrying value on the date of re-classification. The Company vide approval of the Board of Directors dated January 27, 2025, re-affirms assets identified and classified as held for sale in previous year and accordingly continued to classify such assets as assets held for sale.

b) Terms / rights attached to equity shares:

The Company has only one class of equity shares having a par value of H 1 per share. Each holder of equity shares is entitled to one vote per share. In the event of liquidation of the Company the holder of the Equity Shares will be entitled to receive remaining assets of the Company after distribution of all preferential amount. The distribution will be in proportion to the number of Equity Shares held by the shareholders. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting and is accounted for in the year in which it is approved by the shareholders.

Further during the year, Adani Commodities LLP, one of the Promoters of the Company has sold 39,54,18,121 equity shares of the Company (representing 13.52% of the total issued and paid-up equity share capital of the Company) on January 10 and 13,2025 through Offer for Sale (OFS) in accordance with master circular SEBI/HO/MRD-PoD2/CIR/P/2024/00181 dated December 30, 2024 notified by the Securities and Exchange Board of India (“SEBI”), pertaining to comprehensive guidelines on offer for sale of shares through the stock exchange mechanism.

With the above mentioned sale of shares, the shareholding of the Promoters and members of the Promoter Group in the company has reduced from 87.88% of the paid up equity share capital of the Company to 74.36%. Accordingly, the Company has complied with the minimum public shareholding requirement, as mentioned under rules 19(2)(b) and 19A of the Securities Contracts (Regulation) Rule 1957,read with regulation 38 of the SEBI (Listing Obligations and Disclosure Requirements),Regulation 2015.

Nature and purpose of reserves

a) Security premium represents the premium received on issue of shares over and above the face value of Equity Shares. Such amount is available for utilisation in accordance of the Provisions of the Companies Act, 2013.

b) Under the erstwhile Companies Act, 1956, general reserve created through an annual transfer of net income at a specified percentage in accordance with applicable regulations. The purpose of these transfer was to ensure that if a dividend distribution in a given year is more than 10% of the paid up capital of the Company for that year, then the total dividend distribution is less than the total distributable results for that year.

Consequent to the introduction of the Companies Act, 2013, the requirement to mandatorily transfer a specified percentage of the net profit to general reserve has been withdrawn. However, the amount previously transferred to the general reserve can be utilised only in accordance with the specific requirements of the Companies Act, 2013.

c) Amalgamation reserve represents the surplus arises in the course of amalgamation of wholly owned subsidiary companies during the year 2012-13 and 2015-16. The said reserve shall be treated as free reserve available for distribution as per the scheme approved by the Hon''ble Gujarat High Court vide order dated March 06,2012 and October 28, 2015.

d) Retained earning are the net profit / (Loss) that the Company has earned / incurred till date, less any transfer to general reserves, dividends or other distributions paid to shareholders. Retained earnings also includes re-measurement loss / (gain) on defined benefit plans net of taxes that will not be reclassified to the statement of profit and loss.

e) The Company offers ESOP under which options to subscribe for the Company''s share have been granted to eligible employees. The share based payment reserve is used to recognise the value of equity settled share based payments provided as part of the ESOP scheme.

^Excluding Unamortized ancillary cost on Term Loan of H 3.32 Crore.

c) Security notes :

Rupee Term Loans are secured by

(i) First pari-passu charge on Fixed/Immovable Assets of the following locations (present and future):

• 400 TPD Oleo Chemical Complex (Green Field Project Under Construction) at Krishnapatnam, Andhra Pradesh

• Existing Castor Crushing and Refining Plant situated at Village Pragpar, Taluka Mundra, District Kutch, Gujarat.

• Existing Mustard Crushing and Refining Plant situated at Village Chhatarpura, Tehsil Bundi, District Bundi, Rajasthan. (Excluding properties under Negative Lien at Bundi Location)

• Existing Refinery at Krishnapatnam Unit 1, Village Pantapalem (Epuru - 1B), Muthukur Mandal, District Nellore, Andhra Pradesh.

• Existing Refinery at Krishnapatnam Unit 2, Unit Industrial Park, Village Pantapalem (Epuru - 1B), Muthukur Mandal, District Nellore, Andhra Pradesh.

(ii) First pari-passu charge on Movable Assets of the following Brown-field, Green Field and existing Locations

(present and future):

• 165 TPD Castor Derivative Plant (Brown Field Project Under Construction) getting set-up in the said Capex Program at Pragpar, Mundra in Gujarat.

• 96 TPD Soap Line (Brown Field Project Under Construction) getting set -up in the said Capex Program at Mundra in Gujarat

• 350 TPD RFM i.e. Value-Added Product of Atta (Brown Field Project Under Construction) getting set up at Gohana in Haryana.

• 400 TPD Oleo Chemical Complex (Green Field Project Under Construction) at Krishnapatnam, Andhra Pradesh

• Existing Castor Crushing and Refining Plant situated at Village Pragpar, Taluka Mundra, District Kutch, Gujarat.

• Existing Mustard Crushing and Refining Plant situated at Village Chhatarpura, Tehsil Bundi, District Bundi, Rajasthan. (Excluding properties under Negative Lien at Bundi Location)

• Existing Refinery at Krishnapatnam Unit 1, Village Pantapalem (Epuru - 1B), Muthukur Mandal, District Nellore, Andhra Pradesh.

• Existing Refinery at Krishnapatnam Unit 2, Unit Industrial Park, Village Pantapalem (Epuru - 1B), Muthukur Mandal, District Nellore, Andhra Pradesh.

(iii) Second Pari-passu charge on the entire current assets (Present and Future).

d) As at March 31, 2025, the Company is in compliance with all financial covenants, in respect of term loans. The major financial covenants include Debt Service Coverage Ratio (DSCR), Fixed Assets Coverage Ratio (FACR), Term Debt/EBITDA Ratio and Total outstanding liabilities (TOL) to Adjusted Tangible Net Worth(ATNW) Ratio (TOL/ATNW).

1. Working capital facilities are secured by

(i) First pari passu charge by way of hypothecation in favour of SBICAP Trustee Company Limited (security trustee'') of all present and future current assets including inventories, stores, spares, book debts, receivables, advances and other current assets of the Company.

(ii) Second pari passu charge by way of equitable mortgage in favour of SBICAP Trustee Company Limited (security trustee'') in respect of all present and future immovable properties of the Company wherever situated and hypothecation of all present and future movable assets of the Company.

(iii) The rate of interest for above working capital facilities are as follows:

Buyers Credit ( In Foreign Currency) : 90 days of SOFR spread i.e. from 5.21% to 5.22% (previous year 5.67% to 5.92%)

- Export Packing Credit : 7.25% (previous year 7.59% to 7.65%)

- Overdraft Facility from Banks : 7.75% % to 8.00% (previous year 7.10% to 7.80%)

- Working Capital Demand Loan : Nil (previous year 7.80%)

- Supplier Trade Finance : 7.98% to 8.34% (previous year 8.44% to 8.70%)

(iv) Repayment terms of working capital borrowing are as follows :

- Export Packing Credit and Buyer''s Credit are repayable withing 80 to 90 days of being drawn.

- Overdraft facility and working capital demand loan are repayable on demand.

- Supplier Trade Finance pertaining to discounting / factoring arrangement entered by the Company with banks pertains bills outstanding to domestic suppliers for procurement of materials and services and are repayable withing 90 to 180 days from the day from being drawn.

a) Trade credits from banks is availed in foreign currency from offshore branch of Indian bank or foreign bank (negotiating bank) against the Usance Letter of Credit (''LC'') under UPAS structure issued by the Company''s lenders under consortium financing facilities with a negotiation period ranging from 90 to 120 days from the date of issuance of LC/Bill of lading date. The discounting charges on such facility ranges from 4.59% to 4.94% (previous year 5.67% to 5.84%). The negotiating bank are subsequently repaid (along with discounting charges) by the Company on LC maturity date through LC issuing bank. The overseas bank and / or financial institution repaid (along with discounting charges) by the Company on LC maturity date.

b) Trade credit facility is secured by

- Margin money deposits of the banks against the facility sanction amounts (refer note 12).

- Also, secured by overall security given under the Consortium Financing Facility towards entire working capital facilities availed by the Company includes:

- first pari passu charge by way of hypothecation on all present and future current assets including inventories, stores & spares, book debts, receivables, advances and other current assets.

- Second pari passu charge by way of equitable mortgage on all present and future immovable properties and hypothecation of present and future all other movable assets.

a) Security deposits from customers in the company''s business are generally not repaid within a period of twelve months based on historical experience. The Company classifies such deposits as current as it does not have unconditional right to differ the settlement for at twelve months after the reporting period.

b) Other payable includes

i. Mandi fees payable of H 10.50 Crore (previous year H 9.64 Crore) on procurement of materials;

ii. Provision for duty and interest exposure towards non-fulfilment of export obligation for EPCG licenses and other export incentives H 15.74 Crore (previous year H Nil Crore); and

iii. Amount due to Receivable Exchange Of India H 17.52 Crore (previous year H Nil Crore) pertains to factoring arrangement entered with Receivable Exchange of India (Factoring Agent) related to bills payable to Omkar Chemicals Industries Private Limited .

34 Contingent liabilities and Commitments A) Contingent liabilities to the extent not provided for :

(H in Crore)

Particulars

As at

31st March, 2025

As at

31st March, 2024

Matters related to levies of Customs & Excise Duty

a) Demands aggregating H 59.41 Crore (including penalties of H 30.60 Crore) were raised by DRI and Customs Authorities on classification of imported raw materials and differential duty on ullage, including matters relating to erstwhile Acalmar Oils & Fats Ltd and Krishnapatnam Oils & Fats Pvt Ltd (since merged with the Company). The Company has received favorable orders from CESTAT, which have been challenged by the Department and are currently pending before the Hon''ble Supreme Court, various High Courts, and other forums. An amount of H 1.56 Crore (previous year H 0.12 Crore) has been deposited under protest.

59.41

59.41

b) The Company (including that of erstwhile Rajashri Packaging Limited since merged with the Company) received demands aggregating H 9.93 Crore (including penalty of H 3.50 Crore) in the mater of utilisation of Duty Scripts, purchased from the open market for payment of duty, which was alleged to be forged / invalid. The Company had filed an appeal with CESTAT and Commissioner of Customs which is pending as at reporting date. Amount of H 0.26 Crore has been paid under protest.

9.93

9.93

c) The Company received a favorable order from CESTAT, Bangalore in a matter relating to differential customs duty involving demand of H 3.54 Crore, wherein the effective date of a notification altering duty rates was held in the Company''s favour. The Department has appealed the decision before the Hon''ble High Court, where the matter is pending.

3.54

3.54

d) During the year, the Company received two orders-in-original: (i) a demand of interest H 0.30 crore and penalty H 0.46 Crore from the Additional Commissioner of Customs (Mundra) for alleged non-fulfilment of IGST exemption conditions, which has been challenged before the Commissioner (Appeals); and (ii) a demand of H 0.53 crore in customs duty and H 0.53 crore in penalty from the Commissioner of Customs (Preventive), North East Region, relating to denial of preferential duty under the SAFTA agreement, which has been appealed before CESTAT Kolkata. Both matters are pending adjudication. The Company has deposited H 0.34 crore under protest with the appellate authorities.

1.82

Matters related to Entry Tax, Value Added Tax (''VAT'' )and Sales Tax, Service Tax, Commercial Tax and Goods and Service Tax (''GST'')

e) The Company has been subjected to an additional 5% VAT demand on classification of bakery shortening as vanaspati for FY 2004-05 to 2008-09. Favorable orders were earlier received from the Tribunal and the Hon''ble High Court of Allahabad. During the year, the Department has filed a Special Leave Petition (SLP) before the Hon''ble Supreme Court challenging the High Court''s order. The matter is pending adjudication.

2.7

f) Various demands amounting to H 3.74 crore (Previous year: H 5.36 crore) have been raised under VAT and CST laws across multiple states (Andhra Pradesh, Gujarat, Madhya Pradesh, Odisha, Tamil Nadu, Uttar Pradesh, Punjab, and West Bengal) relating to pending statutory forms, disallowance of input tax credit, non-production of records, truck seizure cases, and classification issues (e.g., sale of coconut oil), covering FY 2004-05 and FY 2006-07 to FY 201718 (up to June 2017). These matters are under litigation at various forums. The Company has paid H 1.32 crore (Previous year: H 2.76 crore) under protest against such demands.

During the current year, the Company received favorable orders in Andhra Pradesh, Madhya Pradesh, and Tamil Nadu for FY 2004-05 and FY 201617, resulting in the dropping of demands amounting to H 1.60 crore, with a residual demand of H 0.04 crore.

3.74

5.36

Particulars

As at

31st March, 2025

As at

31st March, 2024

g) The Company has received notices from the Commercial Tax Department involving demands of H 0.89 crore (including penalty of H 0.28 crore) relating to levy of Entry Tax on account of differences in assessable value for stock transfers, disallowance of exemptions, etc., for FY 2003-04 to 2007-08, 2012-13 to 2014-15 and 201617, across multiple states (Madhya Pradesh, Odisha, and Telangana). Appeals and writ petitions have been filed before the Commissioner, relevant Appellate Tribunal, and Hon''ble High Court, respectively. The matters are pending adjudication. The Company has deposited H 0.20 crore under protest against these demands.

0.89

0.89

h) The Service Tax Department has filed appeals with CESTAT Gujarat, challenging refunds of service tax granted in earlier years on issues like excess payment of Service tax on ocean freight or centralized registration and other demand raised amounting to H 1.30 crore (Previous year: H 6.49 crore). Company has deposited H 0.74 crore under protest against those matters. In one of the cases involving H 5.19 crore, CESTAT has decided the matter in the Company''s favour. Other matters are pending adjudication.

1.30

6.49

i) The Company has received show cause notices from CGST/SGST authorities across multiple states, including Andhra Pradesh, Bihar, Delhi, Gujarat, Haryana, Maharashtra, Odisha, Rajasthan, Tamil Nadu, Uttar Pradesh, and West Bengal, involving total demand of H 16.30 crore (including interest and penalty of H 7.84 crore) (Previous year: H 5.83 crore). The demands pertain to disallowance of Input Tax Credit (ITC) due to GSTR-2A mismatches, retrospective cancellation of supplier registration, Tax on exempted goods and tax on miscellaneous income for FY 2017-2022. The Company has deposited H 1.16 crore (Previous year: H 0.39 crore) under protest and filed appeals before the Appellate Authorities/ High Courts, which are pending adjudication.

Out of the above, the Company has opted to settle demands aggregating to H 1.76 crore (including interest and penalty of H 1.04 crore) in Bihar, Maharashtra, Gujarat, and Rajasthan under the GST Amnesty Scheme. H 0.72 crore has been deposited under protest, and the settlement orders waiving interest and penalty are awaited as of March 31, 2025.

16.30

5.83

j) In Odisha, earlier demands aggregating to H 5.91 Crore (including interest and penalty of H 2.74 Crore) for ITC availed on land lease premium, building structures, and cross-country pipelines have been settled during the year under the GST Amnesty Scheme through payment of H 3.16 Crore. Interest and penalty of H 2.74 Crore have been waived.

5.91

k) The Company has filed a writ petition before the Hon''ble High Court of Madhya Pradesh challenging the applicability of the newly inserted explanation to Rule 89(4) of the CGST Rules (regarding export turnover computation based on the lower of CIF/FOB vs. invoice value), relevant circulars, and retrospective application of the notification. H 0.20 Crore has been deposited under protest. The matter is pending adjudication.

0.20

0.20

l) The Company had received GST refund of H 4.33 Crore on accumulated ITC under the inverted duty structure for FY 2019-20 and 2020-21. Pursuant to a GST audit during the current year, the authorities raised a demand for recovery of the refund, treating it as erroneously granted, along with interest and penalty of H 3.38 Crore. The total demand amounts to H 7.71 Crore. The Company has contested the demand for FY 2019-20 before the Appellate Authority (pending adjudication) and is in the process of filing an appeal for FY 2020-21. The Company believes that the GST refund, if required to be repaid, will be eligible as input tax credit on settlement.

3.38

Particulars

As at

31st March, 2025

As at

31st March, 2024

Matter related to Demand raised under Income Tax Act

m) Assessment for AY 2007-08 and AY 2008-09 (including that of erstwhile Acalmar Oils & Fats Ltd, since merged with the Company) was completed under section 143(3), resulting in a demand of H 3.61 Crore (Previous year: H 3.61 Crore), primarily due to disallowance of Mark-to-Market loss on derivatives and other expenses. The Company has received favorable orders from the Commissioner (Appeals) and ITAT. As at the reporting date, the Department''s appeal is pending before the Hon''ble High Court. The Company has deposited H 1.55 Crore (Previous year: H 1.55 Crore) under protest during the appellate proceedings.

3.61

3.61

n) The assessments for AY 2007-08, 2009-10, and 2013-14 to 2018-19 have been completed under section 143(3) of the Income Tax Act, 1961, resulting in a total demand of H 3.65 Crore (Previous year: H 11.15 Crore) primarily on account of disallowance of expenditure under section 14A and other expenses. The Company has received favorable orders from the Commissioner (Appeals), ITAT Ahmedabad, and the Hon''ble Gujarat High Court in respect of these demands. The Department has filed an appeal with the Hon''ble Supreme Court against the Gujarat High Court''s orders for AY 2013-14 to

2015- 16 which is decided in favour of the Company during the year basis of low tax effect. Appeals for AY 2007-08 are pending before the ITAT, AY

2016- 17 before the Gujarat High Court (Previous year: ITAT Ahmedabad), and AY 2009-10, 2017-18, and 2018-19 before the Commissioner (Appeals). Tax refunds amounting to H 1.61 Crore (Previous year: H 2.61 Crore) have been adjusted by the Department against the said demands.

3.65

11.15

o) Assessments for AY 2009-10, 2017-18, 2019-20, and 2020-21 were completed under section 143(3)/143(1) of the Income Tax Act, 1961, resulting in a demand of H 4.65 Crore (Previous year: H 3.60 Crore). Appeals filed by the Company before the Assessing Officer / Commissioner (Appeals) / ITAT are pending adjudication as at the reporting date. The Company has deposited H 4.59 Crore (Previous year: H 0.15 Crore) under protest against these demands.

Further, demands aggregating H 0.40 Crore (Previous year: H 0.40 Crore), gross of H 0.22 Crore paid under protest, pertaining to AY 2006-07, 200708, and 2017-18 have been settled, and the Company is awaiting final orders giving effect to the same.

5.05

4.00

Notes :

i) The management believes, on the basis of legal advise from the legal counsels and status of the proceedings of the respective matters, that the ultimate outcome of aforesaid ongoing tax litigations disclosed above will be settled in Company''s favor and has assessed that all above matters are only possible in nature and not probable. The Company do not expect that outflow of economic resources will be required.

ii) In the matter of disputed appeal, wherever the demand amount involve interest and penalty which is not ascertainable the same has not been disclosed above.

iii) The Company has received show cause notices on various matters but didn''t receive further demand on such matters. Accordingly, the Company has not disclosed such notices neither as contingent liabilities nor acknowledged as claims, based on internal evaluation of the management.

iv) The Company is involved in various legal proceedings including product liability and other regulatory matter relating to conduct of its business. Based on the advice of the legal counsel, the management has assessed the possible unfavorable outcome of such litigations to be remote and accordingly the same has not been considered as contingent liability.

B) Commitments :

a) Capital Commitments :

(H in Crore)

Particulars

As at

31st March, 2025

As at

31st March, 2024

Estimated amount of contract remaining to be executed and not provided for (net of advance)

272.32

425.48

b) The Company has entered in to definitive agreement with Adani Estate Management Private Limited (AEMPL) on January 10, 2022 for acquisition of immovable property, including land for a provisional consideration of H 200 Crore. During the year ended March 31,2025, an amendment to the original agreement has signed on January 16, 2025 where the consideration has revised to H 358.31 Crores. As at March 31, 2025, the Company has paid H 128.53 Crore (March 31, 2024, H 110.10 Crore) as an advance under the terms of the agreement.

c) Other Commitments :

i) During the earlier years, the Company has imported plant and machinery for their Projects under EPCG Scheme at concessional rate as well as at NIL rate of customs duty by undertaking obligation for export of goods. Out of total Future Export Obligation, status as at March 31, 2025 is as follows;

a) Export Obligation of H 230.20 Crore (previous year H 244.42 Crore) has been completed and the Company has filed redemption application with the Director General of Foreign Trade (DGFT) with regards to procedural relinquishment of Export obligation.

b) Export Obligation of H 31.04 Crore (previous year H 99.33 Crore) is pending against which duty amount saved of H 5.17 Crore (previous year H 16.55 Crore) for which export to be made within 6 - 8 years from the EPCG License date along with extended period allowed by the authority i.e. by FY 2025-26 and 2029-30.

Out of the total Export Obligation of H 99.33 Crore outstanding as at March 31, 2024, certain licenses having an outstanding obligation of H 41.52 Crore and corresponding duty saved of H 6.92 Crore have not been fulfilled. Based on the Company''s assessment, the export obligation under these licenses is not expected to be met, and/or the time limit for fulfillment has expired.

Accordingly, the Company has made a provision and/or paid an amount aggregating to H 16.90 Crore during the year, which includes interest of H9.98 crore. The said amount has been recognized in the Statement of Profit and Loss.

ii) For lease and derivatives commitments, refer note 39 and 43 respectively.

Outstanding bank Guarantees

(H in Crore)

Particulars

As at

As at

31st March, 2025

31st March, 2024

Outstanding bank Guarantees (Bank Guarantees are provided under contractual/legal obligations)

107.98

91.98

35 Segment Reporting

The Company has presented segment information in its consolidated financial statements which are part of the same annual report. Accordingly, in terms of Indian Accounting Standard on Segment Reporting (Ind AS 108) no disclosure related to the segment are presented in the Standalone Financial Statement.

A Determination of Materiality Threshold for Disclosure of Related Party Transactions

For the purpose of disclosures under Ind AS 24, the Company has applied a materiality threshold of 10% of total related party transactions in each category (e.g., sale of goods, purchase of assets, services rendered/received) for the financial year. Transactions exceeding this threshold are disclosed individually by type and related party, while others are disclosed in aggregate. The threshold, determined based on the size and nature of business and qualitative factors, is applied consistently to ensure material transactions are not obscured through aggregation.

B Terms and conditions of transactions with related parties :

a) Sales / Purchase: Management has established a process to assess whether transactions with associated enterprises are conducted on an arm''s length basis by benchmarking them against transactions with unrelated parties and/or rates available in the public domain. The management confirms that all transactions with associated enterprises were carried out at negotiated, contracted prices and on normal commercial terms (including payment terms).

b) Management Support & Other Services: The Company mutually negotiates and agrees the price and payment terms with the related parties by benchmarking the same to the services rendered to non-related parties entered into by the counter-party.

c) Loan Given: The Company has given loan to its subsidiary for its working capital requirements. The loan has been utilized by the subsidiary for the purpose it was obtained. The loan is unsecured, repayable on demand and carries interest rates at the rate of 9.5% per annum. For the year ended 31 March 2025, the Company has not recorded any impairment on loans due from the subsidiary (31 March 2024: Nil).

d) Other Transactions: All transactions are made to related parties on the same terms as applicable to third parties in an arm''s length transaction and in the ordinary course of business.

e) Outstanding balances at the year-end are unsecured, interest-free, free except loans given to related parties and Investments in Equity Shares of related parties and are generally settled in cash, except in the case of advances towards purchase for goods and services. No guarantee or other security has been received / provided against these receivables / payables.

f) Remuneration does not include Provision for Leave Encashment and Gratuity as it is provided in the books on the basis of actuarial valuation for the Company as a whole and hence individual figures cannot be identified. The amounts are not expected to be material.

h) For the year ended March 31, 2025, the Company has not recorded any impairment of receivables relating to amounts owed by related parties (previous year Nil). This assessment is undertaken each financial year through examining the financial position of the related party and the market in which the related party operates. As at March 31, 2025 and March 31, 2024 - Impairment allowances on Loans given to subsidiary and Equity Investments in Subsidiary - H 11.25 Crores and H 25.01 Crore.

i) All above figures are net of taxes wherever applicable.

b) Defined Benefit Obligations (Gratuity):

The Company has a defined benefit gratuity plan (funded) and is governed by the Payment of Gratuity Act, 1972. Under the Act, which provides a lump sum payment to vested employees at retirement, death, incapacitation or termination of employment, of an amount based on the respective employee''s salary and the tenure of employment. Vesting occurs on completion of 5 continuous year of services as per Indian Law. However, no vesting condition applies in case of death. The scheme is funded with Life Insurance Corporation of India (LIC) and SBI Life Insurance Company Limited in form of a qualifying insurance policy for future payment of gratuity to the employees.

Liability in respect of Gratuity is determined based on actuarial valuation done by actuary as at the balance sheet date. Each year, the management reviews the level of funding in the gratuity fund. Such review includes the asset - liability matching strategy. The management decides its contribution based on the results of this review. Current and non current classification has been done based on actuarial valuation report.

Aforesaid post-employment benefit plans typically expose the Company to actuarial risks such as: investment risk, interest rate risk, longevity risk and salary risk.

x. Risk Exposure and Asset Liability Matching

Through its defined benefit plan of Gratuity, the Company is exposed to its number of risks, viz. asset volatility, changes in return on assets, inflation risks and life expectancy. The Company has purchased insurance policy, which is a year-on-year cash accumulation plan in which the interest rate is declared on yearly basis and is guaranteed for a period of one year. The Insurance Company, as part of the policy rules, makes payment of all gratuity outgoes happening during the year (subject to sufficiency of funds under the policy). The policy, thus, mitigates the liquidity risk.

c) Compensated absences/ leaves

Other long term employee benefits comprise of compensated absences/leaves, which are recognised based on actuarial valuation. The actuarial liability for compensated absences as at the year ended 31st March 2025 is H 30.21 Crore (previous year H 26.05 Crore). (refer note 19 & 25)

d) In September 2020, the Indian Parliament has approved the Code on Social Security, 2020 (''code'') which would impact the contributions by the Company towards Provident Fund and Gratuity. The Ministry of Labour and Employment has released draft rules for the Code on Social Security, 2020 on November 13, 2020 which is yet to be notified. The Company will give appropriate impact in its financial statements in the period in which, the Code becomes effective and the related rules to determine the financial impact are notified.

39 Leases As a Lessee

i) Terms & conditions of Lease arrangements :

a) The Company''s leasing arrangement are in nature of leases of factory land, warehousing facilities, office premises, plant and equipment and right of way of land. Lease arrangement for warehousing, office premise and plant & equipment are generally for the period ranging from 2 years to 10 years. Lease arrangement for factory land are generally ranging from 20 - 60 years and right of way of land are for the lease term for the period from 10 - 20 years. With the exception of short-term leases and leases of low-value underlying assets, each lease is reflected on the balance sheet as right-of-use assets and a lease liability. The Company''s obligation under its leases are secured by the lessor''s title to the leased assets.

b) The lease arrangements have extension / renewal / termination options exercisable by either parties which may make up assessment of lease term uncertain. While determining the lease term, all facts and circumstances that create an economic incentive to exercise an extension option, or not exercise a termination option considered.

c) Each lease generally impose a restriction that unless there is a contractual right for the Company to sub lease the asset to another party, the right-of-use asset can only be used by the Company. The Company is prohibited from selling or pledging the underlying leased assets as security.

1) Current Year - Eradicating Malnutrition and Anemia- Project SuPoshan, Community and Preventive Health, Promoting Education, Sustainable Livelihood and Rural Development, Eradicating hunger and poverty, Healthcare and Sanitation, Environmental Sustainability and Conservation of natural resources and Administrative overheads.

2) Previous Year - Eradicating Malnutrition and Anemia- Project SuPoshan, Community and Preventive Health, Promoting Education, Sustainable Livelihood and Rural Development, Eradicating hunger and poverty, Healthcare and Sanitation, Environmental Sustainability and Conservation of natural resources and Administrative overheads.

(i) The fair value of cash and cash equivalents, other bank balances, trade receivables, loans receivable, security deposits given and other financial assets, borrowings, trade payables, trade credits and other financial assets and liabilities approximate their carrying amount largely due to the nature of these instruments. The Company''s loans given and borrowings have been contracted at market rates of interest based on its credit rating. Accordingly, the carrying value of such loans approximate fair value.

(ii) The Company has not disclosed fair value of Lease Liability as per Ind AS 107.

(iii) Investment in equity shares of subsidiaries and joint ventures which are carried at cost and hence are not required to be disclosed as per Ind AS 107 “Financial Instruments Disclosures". Hence, the same have been excluded from the above table.

B) Fair Value Hierarchy

The fair value hierarchy is based on inputs to valuation techniques that are used to measure fair value that are either observable or unobservable and consists of the following three levels:

Level-1 : Inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities.

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

Level-3 : Inputs are not based on observable market data (unobservable inputs). Fair values are determined in whole or in part using a valuation model based on the assumptions that are neither supported by prices from observable current market transactions in the same instrument nor are they based on available market data.

Calculation of Fair Values:

The fair values of the financial assets and liabilities are defined as the price that would be received on sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Methods and assumptions used to estimate the fair values are consistent with those used for the year ended 31st March, 2024. Also, during the year, there were no transfers between Level 1 and Level 2 fair value measurements.

C) Financial Risk Management Objectives and Policies

The company''s Financial Risk management is an integral part of how to plan and execute its business strategies. The Company''s risk management activities are subject to the management direction and control under the framework of Risk Management Policy as approved by the Board of Directors of the Company. The Management ensures appropriate risk governance framework for the Company through appropriate policies and procedures and that risks are identified, measured and managed in accordance with the Company''s policies and risk objectives. The Company''s Financial Assets comprises mainly Investments, Loans given, Trade Receivables, Cash and Cash Equivalents, Other Bank Balances, Derivative Assets and Other Assets. The Company''s Liabilities comprises mainly Borrowings, Trade Credits, Derivative Liabilities, Trade and other payable.

The Company''s business activities are exposed to risks resulting from interest rate movements (Interest rate risk), Commodity price changes (Commodity risk) and exchange rate fluctuation (Currency risk) collectively referred as Market Risk, Credit Risk, Liquidity Risk and other price risks such as equity price risk. The Company''s primary focus is to foresee unpredictability of financial market and seek to minimize potential adverse effects on its financial performance. The Company''s senior management oversees the management of these risks. The Company''s senior management is supported by a Risk Management Committee that advises on financial risks and the appropriate financial risk governance framework for the Company. The Risk management Committee provides assurance to the Company''s senior management 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. All derivative activities for risk management purposes are carried out by specialist teams that have the appropriate skills, experience and supervision. It is the Company''s policy that no trading in derivatives for speculative purposes may be undertaken. The Board of Directors reviews and agrees policies for managing each of these risks, which are summarised below.

i) Market risk

Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises three types of risk: interest rate risk, currency risk and Commodity price risk and other price risk. Financial instruments affected by market risk include loans and borrowings, deposits, debt, trade payables, derivative financial instruments, other financial assets and liabilities.

The sensitivity analyses in the following sections relate to the position as at 31st March 2025 and 31st March 2024.

The sensitivity analyses have been prepared on the basis that the amount of net debt, the ratio of fixed to floating interest rates of the debt and derivatives and the proportion of financial instruments in foreign currencies are all constant and on the basis of hedge designations in place at 31 March 2025.

The analyses exclude the impact of movements in market variables on the carrying values of gratuity and other postretirement obligations and provisions.

The following assumptions have been made in calculating the sensitivity analyses:

• 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 31 March 2025 and 31 March 2024 including the effect of hedge accounting.

• The sensitivity of equity is calculated by considering the effect of any associated cash flow hedges at 31 March 2025 for the effects of the assumed changes of the underlying risk.

Commodity risk

The Company is affected by the price volatility of its key raw materials for production of key finished goods in Edible Oils, Food & FMCG and Industry Essential products. Prices of key raw materials and finished goods fluctuates is in line with changes in prices of the underlying agriculture commodities and demand / supply factors.

The price of agriculture commodities are subject to fluctuations due to factors such as weather, government policies, change in global demand and production of simil


Mar 31, 2024

Note 1: Certain Property, Plant and Equipment are pledged as security against borrowings by the Company, the details related to which have been described in Note 19 on Borrowings,

Note 2: a) Plant and equipment includes Electrical Fittings and Installation Gross Block H 378,34 Crore (March 31, 2023 H 326,61 Crore) and Accumulated Depreciation H 156,32 Crore (March 31, 2023 H 137,83 Crore), b) Buildings includes Residential Building Gross Block H 37,04 Crore (March 31, 2023 H 37,22 Crore) and Accumulated Depreciation H 5,65 Crore (March 31, 2023 H 4,87 Crore), Office Building Gross Block H 120,83 Crore (March 31, 2023 H 121,15 Crore) and Accumulated Depreciation H 15,15 Crore (March 31, 2023 H 13,01 Crore) and Factory Building Gross Block H 897,47 Crore (March 31, 2023 H 841,43 Crore) and Accumulated Depreciation H 220,04 Crore (March 31, 2023 H 188,45 Crore),

Note 3: There are no restrictions over the title of the Company''s intangible assets, nor are any intangible assets pledged as security for liabilities,

Note 4: On 2nd May, 2022, the Company completed the acquisition of the brand ''Kohinoor'' along with other trademarks to strengthen leadership in the rice and food business, The deal comprised the acquisition of the brand along with other trademarks, copyrights, know-how and designs associated with the brand,

Note 5: Refer note 47 for Impairment testing of Indefinite life intangible assets (''Brand''),

Note 6: Change in accounting estimates :-

During the year ended 31st March, 2024, based on technical assessment the Company has changed useful life of electric fittings from ten years to fifteen years and for certain plant and machinery (others) such as Floor Mill, Carton Manufacturing Machine etc, from fifteen years to twenty years w,e,f, 1st April, 2023, considering the technological advancements and economic benefits observed from existing assets in recent past period,

Accordingly, it resulted in reduction of depreciation by H 16,49 Crore in the Statement of Profit and Loss Account during the year ended 31st March, 2024,

CWIP as at March 31, 2024, includes cost incurred on Construction of Pipeline connectivity from port to refinery at

Hazira Plant. The completion of construction of pipeline is pending since more than 2 years. The reason for the delay is due to pending approval of ''Right to Way'' from the Government of Gujarat (GoG) over the land through which pipeline has passed through.

a) The Investment includes Value of Deemed Investment of H 6 Crore in terms of fair valuation under Ind AS 109.

b) 31,20,000 fully paid Equity Shares of H 10/- each of Gujarat Agro Infrastructure Mega Food Park Private Limited (''GAIMF'') is sold to the promoters of GAIMF at H 7.36 Crore on August 09, 2023 as per approval received from the Board of Directors in their meeting held on May 03, 2023 and based on independent valuation report.

a) Refer note 37 secuirity deposits given to related parties.

b) Placed as margin for Bank Guarantee, Buyer''s credit and Letter of Credit facilities.

c) Incentives receivable includes H 12.29 Crore receivable under West Bengal state support for industry scheme 2008 for sales tax / VAT paid during FY 2015-16 & 2016-17. The Company has recognised claim in FY 2015-16 & 2016-17 bases on Industrial Promotional Assistance (IPA) sanction letter dated November 16, 2016. The Company has filled writ

petition since February 10, 2023 with the Hon''ble High Court of Kolkata against the State Government for recovery of outstanding incentive. During the year the Company has received favorable order from the Hon''ble High Court vide order dated March 09, 2024, pursuant to which the Hon''ble High Court ordered the State Government to disburse the pending claim amount at the earliest, preferably within two months. Management of the Company, on the basis of favorable order from the Hon''ble High Court and on the basis of legal advise of the external legal counsel, assessed that the amount recognised and recoverable as on March 31, 2024 are hold for good realised. Incentive of H 16.37 Crore pertain to Industrial Incentive for Capital Expenditure for rebate on sales tax and power charges receivable from the State Government of Andhra Pradesh & Telangana. The Company has recognised claim based on approval received from the commissioner of Industries of Andhra Pradesh in earlier years. During the year, the Company has filled writ petition with the Hon''ble High Court of Andhra Pradesh for recovery of pending incentive. The Company has assessed amount of claim receivables hold good for recovery on the basis of legal advise from an external consultant. In the current year, the amount has been reclassified to non-current.

d) No receivables are due from directors or other officers of the Company either severally or jointly with any other person nor any other receivable are due from firms or private companies in which any director is a partner, a director or a member.

a) i) Includes H 517.68 Crore (previous year H 517.68 Crore) paid under protest as social welfare surcharge (SWS) levied on basic custom duty during the period from September 25, 2019 to June 30, 2021 at specified rate on import of

material. The Company has filled writ petition in the matter with the Hon''ble High Court of Gujarat and the Hon''ble Hight Court of Andhra Pradesh against the custom department claim of payment of SWS in cash although basic and additional duty of customs are exempted on material imported against valid MEIS / SEIS duty scripts. The Company, on the basis of legal advise from the external legal counsel, assessed that the Company has good chance to decide the matter in favor of the Company, though on conservative basis the Company provided amount in full and disclosed under the provision. (refer note 18)

ii) Apart from above, the Company has also paid under the protest differential custom duty of H 19.86 Crore (previous

year H 24.78 Crore) on import of materials in earlier years. The Company has filled appeal with the tax authorities / the Hon''ble High Courts against the assessment made by the customs authority for refund of differential duty. During the current year, the Company has received refund of amount deposited under protest of H 4.85 Crore from the CESTAT Bangalore (amount involved H 3.54 Crore) and the Hon''ble High Court of Gujarat (amount involved H

2.68 Crore) along with interest of H 1.53 Crore an aforesaid refund. Also, the Customs Authority then filled petition with the Hon''ble Supreme Court against the order of the Hon''ble High Court of Gujarat. The Company on the basis of legal advise from the external legal counsel and favorable judgement from CESTAT Bangalore and the Hon''ble

Hight Court of Gujarat, assessed that the Company has good chance to decide the matter in favor of the Company.

iii) The Company has also deposited H 15.77 Crore (previous year H 11.80 Crore) to various government authorities against demand of taxes and duties against on going litigations disclosed as contingent liabilities. (refer note 33)

a) The inventories are recognised net of H Nil Crore (previous year H 290.37 Crore) in respect of write-downs of inventory to net realisable value. During the year, previous year write-downs of H 290.37 Crore (previous year H 26.84 Crore) have been reversed owing to actual increase in realisable value.

b) Inventories are pledged / hypothecated as security against the working capital facility (refer note 19)

a) Secured receivables backed by customer''s deposits and bank guarantees.

b) Trade receivables are non-interest bearing and are generally having credit period of 7 to 45 days. Interest is levied on delay payment at 18% per annum.

c) No trade receivables are due from directors or other officers of the Company either severally or jointly with any other person nor any trade or other receivable are due from firms or private companies in which any director is a partner, a director or a member.

d) Above balances with trade receivables include balances with related parties and for the terms and conditions relating to related party receivalbles. (refer note 37)

e) There are no such contract assets reclassified to receivables. (refer note 41)

a) Cash at banks earns interest at floating rates based on daily bank deposit rates. Short-term deposits are made for varying period of between one day and three months depending on immediate cash requirements of the Company and interest at the respective short-term deposits rates.

a) Margin money deposits represent security held by bank towards Bank Guarantee, Buyer''s credit and Letter of Credits

issued by the bankers on behalf of the Company.

b) Other earmarked deposits H 790.08 Crore (previous year H 760.51 Crore) lien marked against banks overdraft facilities.

c) Includes Initial Public Offer (IPO) proceeds of H 1,200.00 Crore (previous year H 1,925.02 Crore) in Scheduled commercial

bank which will be utilised as stated in the prospectus. (refer note 46)

d) Includes balance of Initial Public Offer (IPO) proceeds of H 13.80 Crore (previous year H 49.40 Crore) in Current Account

with a Scheduled commercial bank and H 0.31 Crore (previous year H 5.02 Crore) with monitoring agency account which will be utilised for payment of IPO expenses as stated in the prospectus. (refer note 46)

e) As at 31st March 2024, the Company had available H 6,398 Crore (previous year H 5,507 Crore) of undrawn committed

borrowing facilities.

During the year, the Company had identified to sell the crushing and refining unit along with freehold land located at Chhindwara in the state of Madhya Pradesh and a freehold land at Amta in the state of West Bengal. Considering the same, the Company has reclassified aforesaid assets as held for sale from Property, Plant and Equipment. Net block of aforesaid assets on the date of re-classification is H 29.81 Crore and the management has estimated realisable value of assets held for sale is higher than its carrying value on the date of re-classification. Also, the Company has sold freehold land located at Vidisha which was identified as asset held for sale in previous year(s) for the consideration of H 28.50 Crore on March 30, 2024.

b) Terms / rights attached to equity shares:

The Company has only one class of equity shares having a par value of H 1 per share. Each holder of equity shares is entitled to one vote per share. In the event of liquidation of the Company the holder of the Equity Shares will be entitled to receive remaining assets of the Company after distribution of all preferential amount. The distribution will be in

proportion to the number of Equity Shares held by the shareholders. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting and is accounted for in the year in which it is approved by the shareholders.

Nature and purpose of reserves

a) Security premium represents the premium received on issue of shares over and above the face value of Equity Shares. Such amount is available for utilization in accordance of the Provisions of the Companies Act, 2013.

b) Under the erstwhile Companies Act, 1956, general reserve created through an annual transfer of net income at a specified percentage in accordance with applicable regulations. The purpose of these transfer was to ensure that if a dividend distribution in a given year is more than 10% of the paid up capital of the Company for that year, then the total dividend distribution is less than the total distributable amount as per the results for that year.

Consequent to the introduction of the Companies Act, 2013, the requirement to mandatorily transfer a specified percentage of the net profit to general reserve has been withdrawn. However, the amount previously transferred to the general reserve can be utilised only in accordance with the specific requirements of the Companies Act, 2013.

c) Amalgamation reserve represents the surplus arises in the course of amalgamation of wholly owned subsidiary companies during the year 2012-13 and 2015-16. The said reserve shall be treated as free reserve available for distribution as per the scheme approved by the Hon''ble Gujarat High Court vide order dated March 06,2012 and October 28, 2015.

d) Retained earning are the net profit that the Company has earned / incurred till date, less any transfer to general reserves, dividends or other distributions paid to shareholders. Retained earnings also includes re-measurement loss / (gain) on defined benefit plans net of taxes that will not be reclassified to the statement of profit and loss.

1. Working capital facilities are secured by

(i) First pari passu charge by way of hypothecation in favor of SBICAP Trustee Company Limited (security trustee'') of all present and future current assets including inventories, stores, spares, book debts, receivables, advances and other

current assets of the Company.

(ii) Second pari passu charge by way of equitable mortgage in favor of SBICAP Trustee Company Limited (security trustee'')

in respect of all present and future immovable properties of the Company wherever situated and hypothecation of all present and future movable assets of the Company.

(iii) The rate of interest for above working capital facilities are as follows:

Buyers Credit ( In Foreign Currency) : SOFR spread i.e. from 5.67% to 5.92% (previous year 4.99 % to 5.94%)

- Export Packing Credit : 7.59% to 7.65% (previous year 7.50% to 8.35%)

- Overdraft Facility from Banks : 7.10% to 7.80% (previous year 5.05% to 6.75%)

- Working Capital Demand Loan : 7.80% (previous year 8.37%)

- Supplier Trade Finance : 8.44% to 8.70% (previous year 8.06% to 8.70%)

(iv) Repayment terms of working capital borrowing are as follows :

- Export Packing Credit and Buyers Credit are repayable withing 80 to 90 days of being drawn.

- Overdraft facility and working capital demand loan are repayable on demand.

- Supplier Trade Finance pertaining to discounting of domestic suppliers bills with banks for procurement of materials and services and are repayable withing 90 to 180 days from the day from being drawn.

a) Trade credits from banks is availed in foreign currency from offshore branch of Indian bank or foreign bank (negotiating bank) against the Usance Letter of Credit (''LC'') under UPAS structure issued by the Company''s lenders under consortium financing facilities with a negotiation period ranging from 90 to 120 days from the date of issuance of LC/Bill of lading date. The discounting charges on such facility ranges from 5.67% to 5.84% (previous year 5.08% to 5.80%). The negotiating bank are subsequently repaid (along with discounting charges) by the Company on LC maturity date through LC issuing bank.

NOTE : 20 TRADE CREDITS FROM BANKS

b) Trade credit facility is secured by

- Margin money deposits of the banks against the facility sanction amounts (Refer Note 12).

- Also, secured by overall security given under the Consortium Financing Facility towards entire working capital facilities availed by the Company includes:

- first pari passu charge by way of hypothecation on all present and future current assets including inventories, stores & spares, book debts, receivables, advances and other current assets.

- Second pari passu charge by way of equitable mortgage on all present and future immovable properties and hypothecation of present and future all other movable assets.

a) Security deposits from customers in the company''s business are generally not repayable within a period of twelve

months based on historical experience.

b) Other payable includes mandi fees payable of H 9.64 Crore (previous year Nil ) and forex derivative contracts payable of Nil (previous year H 2.03 Crore) on cancellation of contracts.

c) For fair value measurement and for commodity price risk and foreign currency risk refer note 43.

33 Contingent liabilities and Commitments A) Contingent liabilities to the extent not provided for :

(H in Crore)

Particulars

As at

31st March, 2024

As at

31st March, 2023

Matters related to levies of Customs & Excise Duty

a) The Directorate of Revenue Intelligence has challenged the favorable order passed by the CESTAT in the matter of classification of imported Raw Material involving demand of custom duty of H 37.64 Crore (including penalty of H 20.32

Crore) in the earlier years. The Company has received favorable order from the CESTAT and Department has filed an appeal with the Hon''ble Supreme Court and pending as at reporting date.

37.64

37.64

b) The Commissioner of Customs & Central Excise, Gantur has passed the order in original (OIO) against Krishnapattnam Oil & Fats Private Limited (KOFL) and Acalmar Oils & Fats Limited (AOFL) (later on both entities merged with

the Company) in the matter of classification of finished goods for sale made during the period April 2008 to December 2011 and raised demand of H 17.63

Crore (including penalty of H 9.04 Crore). The Company has challenged this OIO and received favorable orders from CESTAT, Hyderabad against which the department filed appeal with the Hon''ble High Court of Telangana and Andhra Pradesh.

17.63

17.63

c) The Commissioner of Customs, Mangalore has raised demand of H 7 Crore (including penalty of H 3.50 Crore) towards custom duty on import of materials during the year 2008-09 and 2010-11 by Rajashri Packaging Limited (later

on merged with the Company) wherein custom duty had been paid through utilisation of inadmissible DEPB/VKUY licenses which was subsequently disallowed. The Company has challenged the order by filling an appeal with the CESTAT Bangalore against the grounds that DEPB / VKUY scripts which were purchased from open market on bona fide belief are not liable to payment of duty, and thus the Company deposited H 0.26 Crore in the matter under protest. As at reporting date appeal filed with CESTAT by the Company is yet to sub-judice.

On similar matter the Company has also received Show Cause notices from Assessing Officer, Customs Mundra for demand of H 0.31 Crore on import of material during the year 2004 and 2006. The Company has filed a reply and

matter is yet to be adjudicated by the Assessing Authority.

7.31

7.31

d) The Commissioner of Customs & Central Excise, Mangalore has passed the order in original (OIO) against Rajashri Packaging Limited (later on merged with the Company) in the matter of classification of finished goods for sale made during the period April 2008 to December 2011 and raised demand towards customs duty of H 4.24 Crore (including penalty of H 2.59 Crore). The Company had preferred an appeal with CESTAT, Bangalore against the OIO. The company have received a favorable order in current FY and the demand has been dropped.

4.24

Particulars

As at

31st March, 2024

As at

31st March, 2023

e) The Commissioner of Customs & Central Excise, Guntur has passed the order in original (OIO) against Acalmar Oils & Fats Limited (later on merged with the Company) in the matter of classification of raw material Imported in February 2005 and raised customs duty demand of H 1.44 Crore. The Company had

received favorable orders from Commissioner (Appeals) which was challenged by the Department in CESTAT, Hyderabad who has remanded back it to the adjudicating authorities and hence pending with Commissioner of Customs, Guntur.

1.44

1.44

f) The Commissioner of Customs & Excise has challenged the favorable order passed by the Commissioner (Appeals) and CESTAT, Hyderabad in the Hon''ble High Court, Hyderabad - AP in the matter of differential customs duty on ullage

of imported Raw Material relating to period from September 2009 to March 2013 involving total customs duty demand of

H 2.47 Crore (including penalty of H 1.24 Crore). Currently, appeal filed by the

Department pending with the Hon''ble High Court.

2.47

2.47

g) The Commissioner of Customs & Central Excise, Kandla has passed the

order in original (OIO) against the Company in the matter of classification of procurement of imported material and raised customs duty demand of H 0.12

Crore and company has deposited entire amount under protest and the case is pending for disposal with the Hon''ble Supreme Court.

0.12

0.12

h) Various SCNs received from Assistant Commissioner, Mundra on assessment of the various Bill of Entries filed by the Company for the import of materials having customs duty demand of H 0.11 Crore and pending final assessment and

adjudication .

0.11

0.11

i) The Commissioner of Customs (Adjudication), Mumbai passed an order in original (OIO) demanding redemption fine of H 2.62 Crore in the matter of MEIS scrip

submitted by the Company was assessed by the department as received by the Company from a seller who allegedly procured through fraudulent means. The Commissioner levied a redemption fine of H 2.62 Crore in order in original (OIO) which the company have challenged by filing an appeal with CESTAT, Mumbai. The matter is admitted by CESTAT, Mumbai and the proceedings are pending.

2.62

j) The Company had received a favorable order from CESTAT, Bangalore in the matter of Differential Duty of Customs where the question of effective date of Notification pertaining to change in rate of Customs duty was held to be in favor of the company. Customs Department being aggrieved by the order of CESTAT,

Bangalore have preferred an appeal with the Hon''ble High Court and the matter is pending for hearing.

3.54

Matters related to Entry Tax, Value Added Tax (''VAT'' )and Sales Tax, Service Tax, Commercial Tax and Goods and Service Tax (''GST'')

k) The Company has been demanded additional 5% VAT on account of classification of Bakery Shortening as Vanaspati for the FY 2004-05 to 2008-09 where a

favorable order was passed by Tribunal, which was challenged by the Commercial tax Department at Hon''ble Allahabad High Court.

In FY 2023-24, the Hon''ble High court dismissed department''s Appeal, and

passed order in favor of company against total demand.

1.35

l) The Company has filed an appeal with Commercial Tax Commissioner in the states of Kerala against the demand of additional VAT of H 0.04 Crore on classification of sale of coconut oil, which is taxable at nil rate, however assessed as Edible Oil subjected to VAT @ 1% for the FY 2012-13.

Company has received favorable appeal order for fresh disposal. Matter is pending for effective order.

0.04

0.04

(H in Crore)

Particulars

As at

31st March, 2024

As at

31st March, 2023

m) The Commercial Tax Department, West Bengal completed the entry tax

assessment for the year 2012-13, where the Department had raised demand for entry tax on Import of Edible Oil from Outside India. The Company filed an appeal with the Additional Commissioner Commercial Taxes, West Bengal

which was dismissed. The Company has filed revised petition with West Bengal appellate & revisional Board for which hearing was pending till financial year ended March 31, 2023.

In FY 2023-24, Company has opted for Settlement for dispute (SOD) scheme and has received provisional order, subsequently considered as final order, disposing

the matter.

22.94

n) Various notices received from Commercial Tax Department in the matter of levy of Entry Tax relating to difference in assessable value for stock transfers, disallowance of exemption, etc. for the financial years 2003-04 to 2016-17

in the states of Madhya Pradesh, Odisha and Telangana. The Company has filed appeal and writ petition at Commissioner, relevant appellate tribunal and Hon''ble High Court respectively and the cases are pending for disposal. The Company has deposited H 0.20 Crore under protest against the demand.

0.89

0.89

o) Various demands raised under VAT and CST assessment relating to pending

statutory forms, input tax credit disallowance, non production of records, pending

truck seizure cases etc. which the company is contesting at various forums in the states of Andhra Pradesh, Gujarat, Madhya Pradesh, Odisha, Tamil Nadu,

Uttar Pradesh and West Bengal. These cases are pending for final disposal. Such demands relate to Fy 2004-05 and FY 2006-07 to FY 2017-18 (up to June''17) and the Company has paid H 2.75 Crore (previous year H 3.19 Crore) as duty under protest against said demands.

In Current FY 2023-24, Company has received favorable order dropping the demand of H 3.85 Crore for FY 2015-16 in the state of Bihar.

Also, the Company has opted for Settlement for dispute (SOD) Scheme for various VAT/CST matters in the state of west Bengal for the period FY 2007-08, 2009-10, 2015-16 and 2016-17, to close the matter wherein demand was stating of H 2.02 Crore. Company has received provisional order,

subsequently considered as final order, disposing the matters.

5.32

11.19

p) The Company has received various SCNs from Assistant Commissioner/ Commissioner CGST/SGST in the state of Andhra Pradesh, Bihar, Gujarat, Haryana, Maharashtra, Odisha, Rajasthan, Tamil Nadu and West Bengal, for raising demand of GST of H 5.83 Crore on various CGST/SGST matters like Input Tax Credit (ITC) disallowance, due to mismatch with GSTR2A or retrospective cancellation of GST registration of supplier, and short payment of tax on miscellaneous income. Company has paid H 0.39 Crore under protest (Previous year H 0.004 Crore). The Company has filed an appeal with Appellate Authority and the same is yet to be concluded as on the reporting date. For few cases, company has received final order, against which company will pursue matter in tribunal, when constituted under GST.

5.83

0.96

q) The Company has received SCNs from CGST/SGST officer in the state of Odisha for raising demand of H 5.91 Crore during the year for ITC availed on Land Lease Premium, Other Building Structure and Cross Country Pipeline. Company has

paid H 3.17 Crore under protest. The Company has filed an appeal with Appellate Authority and the same is yet to be concluded as on the reporting date.

5.91

(H in Crore)

Particulars

As at

31st March, 2024

As at

31st March, 2023

r) Company has filed writ challenging the applicability of newly inserted explanation to Rule 89(4) of CGST Rules providing for export turnover calculation basis

the lowest of CIF/FOB vs Invoice value , respective circulars and retrospective application of notification, before the Hon''ble High Court of Madhya Pradesh. The Company has paid H 0.20 Crore under protest.

The matter is pending for disposal.

0.20

0.20

s) During May and June 2017, the Company was granted refund on excess

payment of Service tax on ocean freight without considering abatement of 70%

as per the board circular which the Service tax Department has challenged and filed an appeal with Central Excise and Service Tax Appellate Tribunal, Mundra, Gujarat. The matter is pending for disposal.

5.19

5.19

t) Pending litigation at different forums of Service Tax in the state of Gujarat for 2011-12 and 2017-18 (up to June 2017) in the matters relating to refund of

Service Tax against exports and service tax paid on outward goods transport agency services amounting to H 1.30 Crore against which H 0.74 Crore paid

under protest through reversal of Input Tax Credit.

1.30

1.30

Matter related to Demand raised under Income Tax Act

u) The assessment was completed for AY 2007-08 u/s 143(3) read with section 263 of the Income Tax Act, 1961 and Assessing Officer disallowed certain expenditure

and made addition in taxable income of H 7 Crore. A demand was raised of H 1.38 Crore. Further, in another matter assessment order received for AY 2008-09 in

case of Acalmar Oils & Fats Ltd (later on merged with the Company) in which loss on commodity derivative contracts was disallowed and a demand of H 2.23 Crore was raised. The Company has received favorable orders from Commissioner (Appeals) and ITAT on appeal filed by the Company and the Department

respectively. As at reporting date the department had filed an appeal with the Hon''ble High Court against the ITAT Order and which is yet to be adjudicated.

The Company has also deposited H 1.55 Crore under protest during the appellate process.

3.61

3.61

v) Assessment completed for AY 2007-08, 2009-10, 2013-14 to 2018-19 u/s 143(3) and the Company has received demand of H 11.15 Crore on account of disallowances of expenditure u/s 14A as well as other expenditure by the Assessing officer under the provisions of the Income Tax Act, 1961.

The Company has already received favorable orders from Commissioner (Appeals), Income Tax Appellate Tribunal, Ahmedabad (ITAT) and the Hon''ble High Court of Gujarat under appeals filed by the Company or the Income Tax Department against the assessment order passed by the Assessing Officer for the assessment years stated above. Department have filed an appeal with the Hon''ble Supreme Court against the order passed by the Hon''ble High Court of Gujarat in AY.2013-14 to 2015-16 which is yet to be adjudicated. Appeals filed by the department for AY 2007-08 and 2016-17 on the same matter pending with the ITAT and for AY 2009-10, 2017-19 and 2018-19 pending with Commissioner Appeals. The Department has also adjusted tax refund of H 2.60 Crore claimed by the Company for various years which has been adjusted against the various demands.

11.15

11.15

(H in Crore)

Particulars

As at

31st March, 2024

As at

31st March, 2023

w) Based on order processed u/s 143(1) of the Income Tax Act, 1961 for Assessment Years 2017-18, 2019-20 and 2020-21 the department raised demand for H 0.17 Crore (gross of amount deposited under protest H 0.13 Crore) on disallowances of various expenditures. For AY 2017-18, the appeal filed by the Company with

Commissioner (Appeals) which was decided in favor of the Company and the Company is awaiting appeal effect order from the authority. For AY 2019-20

and 2020-21, the Company has filed appeal with ITAT and Assessing Officer respectively.

Also, an order passed by the Assessing officer u/s 115WE(3) pertaining to AY 2006-07 and 2007-08 on various matters related Fringe Benefit Tax assessment and department raised demand of H 0.37 Crore. The Company has filed appeal with Income Tax Appellate Tribunal (ITAT) and paid H 0.20 Crore under protest

and ITAT has allowed the appeal filed by the Company.

0.55

0.55

x) The company has received u/s 143(3) of the Income Tax Act, 1961 for A Y

2020-21 from National Faceless Assessment Center (NFAC). Assessing Officer disallowed certain expenditure and made addition in taxable income of H 6.47

Crore. A demand was raised of H 3.39 Crore. The company has filed an appeal before CIT(A) and awaiting adjudication of the same.

3.39

116.26

130.33

Notes :

i) The management believes, on the basis of legal advise from the legal counsels and status of the proceedings of the respective matters, that the ultimate outcome of aforesaid ongoing tax litigations disclosed above will be settled

in Company''s favor and has assessed that all above matters are only possible in nature and not probable. The Company do not expect that outflow of economic resources will be required.

ii) In the matter of disputed appeal, wherever the demand amount involve interest and penalty which is not ascertainable the same has not been disclosed above.

iii) The Company has received show cause notices on various matters but didn''t receive further demand on such matters. Accordingly, the Company has not disclosed such notices neither as contingent liabilities nor acknowledged as claims, based on internal evaluation of the management.

iv) The Company is involved in various legal proceedings including product liability and other regulatory matter

relating to conduct of its business. Based on the advice of the legal counsel, the management has assessed the possible unfavorable outcome of such litigations to be remote and accordingly the same has not been considered as contingent liability.

B) Commitments :

a) Capital Commitments :

(H in Crore)

Particulars

As at

31st March, 2024

As at

31st March, 2023

Estimated amount of contract remaining to be executed and not provided

for (net of advance)

425.48

518.96

b) The Company has entered in to definitive agreement with Adani Estate Management Private Limited (AEMPL) on January 10, 2022 for acquisition of immovable property, including land for a provisional consideration of H 200 Crore. As at March 31, 2024 the Company has paid H 110.10 Crore (March 31, 2023 - H 102.44 Crore) as an advance under the terms

of the agreement.

c) Other Commitments :

i) During the earlier years, the Company has imported plant and machinery for their Projects under EPCG Scheme at concessional rate as well as at NIL rate of customs duty by undertaking obligation for export of goods. Out of total Future

Export Obligation, status as at March 31, 2024 is as follows;

a) Export Obligation of H 244.42 Crore (previous year H 174.16 Crore) has been completed and the Company has filed redemption application with the Director General of Foreign Trade (DGFT) with regards to procedural relinquishment of Export obligation.

b) Export Obligation of H 99.33 Crore (previous year H 149.33 Crore) is pending against which duty amount saved

of H 16.55 Crore (previous year H 24.89 Crore) for which export to be made within 6 - 8 years from the EPCG License date along with extended period allowed by the authority i.e. by FY 2023-24, 2024-25 and 2027-28.

ii) For lease and derivatives commitments, refer note 39 and 43 respectively.

Terms and conditions of transactions with related parties :

a) Outstanding balances of related parties at the year-end are unsecured and settlement taken place in cash.

b) Remuneration does not include Provision for Leave Encashment and Gratuity as it is provided in the books on the

basis of actuarial valuation for the Company as a whole and hence individual figures cannot be identified. The amounts are not expected to be material.

c) Transaction entered into with related party are made on terms equivalent to those that prevail in arm''s length transactions.

d) There have been no guarantees provided or received for any related party receivables or payables.

e) For the year ended March 31, 2024, the Company has not recorded any impairment of receivables relating to amounts owed by related parties (previous year Nil). This assessment is undertaken each financial year through examining the financial position of the related party and the market in which the related party operates.

f) All above figures are net of taxes wherever applicable.

b) Defined Benefit Obligations (Gratuity):

The Company has a defined benefit gratuity plan (funded) and is governed by the Payment of Gratuity Act, 1972. Under the Act, which provides a lump sum payment to vested employees at retirement, death, incapacitation or termination of employment, of an amount based on the respective employee’s salary and the tenure of employment. Vesting occurs on completion of 5 continuous year of services as per Indian Law. However, no vesting condition applies in case of death. The scheme is funded with Life Insurance Corporation of India (LIC) and SBI Life Insurance Company Limited in form of a qualifying insurance policy for future payment of gratuity to the employees.

Liability in respect of Gratuity is determined based on actuarial valuation done by actuary as at the balance sheet date. Each year, the management reviews the level of funding in the gratuity fund. Such review includes the asset - liability matching strategy. The management decides its contribution based on the results of this review. Current and non current classification has been done based on actuarial valuation report.

viii. Sensitivity Analysis

Significant actuarial assumptions for the determination of the defined benefit obligation are discount rate, expected salary increase and mortality. The sensitivity analysis below have been determined based on reasonably

possible changes of the assumptions occurring at the end of the reporting year, while holding all other assumptions constant. The results of sensitivity analysis is given below:

ix. Effect of Plan on Entity''s Future Cash Flows

a) Funding arrangements and Funding Policy

The Company has purchased an insurance policy to provide for payment of gratuity to the employees. Every year, the insurance company carries out a funding valuation based on the latest employee data provided by

the Company. Any deficit in the assets arising as a result of such valuation is funded by the Company.

b) Expected Contribution during the next annual reporting year

The Company''s best estimate of Contribution during the next year is H 9.31 Crore (previous year H 11.27 Crore).

c) Maturity Profile of Defined Benefit Obligation

The weighted average duration of the defined benefit plan obligation at the end of the reporting year is 8 years (previous year 5 years). The expected maturity analysis of gratuity benefits is as follows :

x. Risk Exposure and Asset Liability Matching

Through its defined benefit plan of Gratuity, the Company is exposed to its number of risks, viz. asset volatility,

changes in return on assets, inflation risks and life expectancy. The Company has purchased insurance policy, which is a year-on-year cash accumulation plan in which the interest rate is declared on yearly basis and is guaranteed for a period of one year. The Insurance Company, as part of the policy rules, makes payment of all

gratuity outgoes happening during the year (subject to sufficiency of funds under the policy). The policy, thus, mitigates the liquidity risk.

c) Compensated absences/ leaves

Other long term employee benefits comprise of compensated absences/leaves, which are recognised based on actuarial valuation. The actuarial liability for compensated absences as at the year ended 31st March 2024 is H 26.05 Crore

(previous year H 22.95 Crore).

d) In September 2020, the Indian Parliament has approved the Code on Social Security, 2020 (''code'') which would impact the contributions by the Compony towards Provident Fund and Gratuity. The Ministry of Labour and Employment

has released draft rules for the Code on Social Security, 2020 on November 13, 2020 which is yet to be notified. The Company will give appropriate impact in its financial statements in the period in which, the Code becomes effective and the related rules to determine the financial impact are notified.

39 Leases As a Lessee

i) Terms & conditions of Lease arrangements :

a) The Company''s leasing arrangement are in nature of leases of factory land, warehousing facilities, office premises, plant and equipment and right of way of land. Lease arrangement for warehousing, office premise and plant & equipment are generally for the period ranging from 2 years to 10 years. Lease arrangement for factory land are

generally ranging from 20 - 60 years and right of way of land are for the lease term for the period from 5 - 20 years. With the exception of short-term leases and leases of low-value underlying assets, each lease is reflected on the balance sheet as right-of-use assets and a lease liability. The Company''s obligation under its leases are secured by the lessor''s title to the leased assets.

b) The lease arrangements have extension / renewal / termination options exercisable by either parties which may make up assessment of lease term uncertain. While determining the lease term, all facts and circumstances that create an economic incentive to exercise an extension option, or not exercise a termination option considered.

c) Each lease generally impose a restriction that unless there is a contractual right for the Company to sub lease the asset to another party, the right-of-use asset can only be used by the Company. The Company is prohibited from selling or pledging the underlying leased assets as security.

40 Dues to micro and small enterprises

Under the Micro Small and Medium Enterprises Development Act, 2006, (MSMED) which came in to force from 2nd October, 2006, certain disclosures are required to be made relating to Micro, Small and Medium enterprises. On the basis of the information and records available with management, outstanding dues to the Micro and Small enterprise as defined in the

MSMED Act, 2006 are disclosed as below.

Nature of CSR Activities -

1) Current year Eradicating Malnutrition and Anemia- Project SuPoshan, Community and Preventive Health, Promoting Education, Sustainable Livelihood and Rural Development, Eradicating hunger and poverty, Healthcare and Sanitation, Environmental Sustainability and Conservation of natural resources and Administrative overheads.

2) Previous year :- Eradicating Malnutrition and anemia- Project SuPoshan, Community and Preventive Health, Sustainable Livelihood and Rural Development, Promoting Education, Administrative Overheads, Sujalam Sufalam Jal Abhiyan, Akshaya Patra Foundation for providing meal to school students, Employment Opportunities, Environmental sustainability through Solvent Extractors Association, Rural Development Projects, Training to promote rural sports and Education and Flood relief.

(i) The fair value of cash and cash equivalents, other bank balances, trade receivables, loans receivable, security deposits given and other financial assets, borrowings, trade payables, trade credits and other financial assets and liabilities approximate their carrying amount largely due to the nature of these instruments. The Company''s loans given and borrowings have been contracted at market rates of interest based on its credit rating. Accordingly, the carrying value of such loans approximate fair value.

(ii) The Company has not disclosed fair value of Lease Liability as per Ind AS 107.

(iii) Investment in equity shares of subsidiaries and joint ventures which are carried at cost, net of impairment and hence are not required to be disclosed as per Ind AS 107 "Financial Instruments Disclosures". Hence, the same have

been excluded from the above table.

B) Fair Value Hierarchy

The fair value hierarchy is based on inputs to valuation techniques that are used to measure fair value that are either observable or unobservable and consists of the following three levels:

Level-1 : Inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities.

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

Level-3 : Inputs are not based on observable market data (unobservable inputs). Fair values are determined in whole or

in part using a valuation model based on the assumptions that are neither supported by prices from observable current market transactions in the same instrument nor are they based on available market data.

Calculation of Fair Values:

The fair values of the financial assets and liabilities are defined as the price that would be received on sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Methods and assumptions used to estimate the fair values are consistent with those used for the year ended 31st March, 2023. Also, during the year, there were no transfers between Level 1 and Level 2 fair value measurements.

C) Financial Risk Management Objectives and Policies

The company''s Financial Risk management is an integral part of how to plan and execute its business strategies. The Company''s risk management activities are subject to the management direction and control under the framework of Risk Management Policy as approved by the Board of Directors of the Company. The Management ensures appropriate risk governance framework for the Company through appropriate policies and procedures and that risks are identified, measured and managed in accordance with the Company''s policies and risk objectives. The Company''s Financial Assets comprises mainly Investments, Loans given, Trade Receivables, Cash and Cash Equivalents, Other Bank Balances, Derivative Assets and Other Assets. The Company''s Liabilities comprises mainly Borrowings, Trade Credits, Derivative Liabilities, Trade and other payable.

The Company''s business activities are exposed to risks resulting from interest rate movements (Interest rate risk), Commodity price changes (Commodity risk) and exchange rate fluctuation (Currency risk) collectively referred as Market Risk, Credit Risk, Liquidity Risk and other price risks such as equity price risk. The Company''s primary focus is to foresee unpredictability of financial market and seek to minimize potential adverse effects on its financial performance. The

Company''s senior management oversees the management of these risks.

i) Market risk

Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises four types of risk: Commodity risk, interest rate risk, currency risk and price risk.

Commodity risk

The Company is affected by the price volatility of its key raw materials for production of key finished goods in Edible

Oils, Food & FMCG and Industry Essential products. Prices of key raw materials and finished goods fluctuates is in line with changes in prices of the underlying agriculture commodities and demand / supply factors.

The price of agriculture commodities are subject to fluctuations due to factors such as weather, government policies, change in global demand and production of similar and competitive crops. Financial Assets / Liabilities affected due to commodity price risk are the value of company''s open sale and purchase commitments and inventories of

raw materials and finished goods. To the extent that its open sales and purchase commitments do not match at the end of each business day, the company is subjected to price fluctuations in the commodities market.

While the company is exposed to fluctuations in agricultural commodities prices, its policy is to mitigate its risks

arising from such fluctuations by hedging its purchases and inventories either through direct sale of similar commodity or through futures contracts on the commodity exchanges. Further, the Company also enters into firm commitment contract of sale / purchase of commodity to manage overall risk exposure and to compensate against the commodity price risk exposure. The management of the Company takes into consideration both firm commitment and contracts entered on exchanges to mitigate overall risk arising out of commodity price fluctuation.

In the course of hedging its purchases either through direct sale or through futures contracts, the company may also be exposed to the inherent risk associated with trading activities conducted by its personnel. The Company has a robust framework and governance mechanism in place to ensure the price volatility and minimize the risk exposure.

As at Balance Sheet date, effect of 1 % Increase / (decrease) in the fair market value of commodity prices on

unhedged exposure of physical inventories and open committed commodity contracts, with all other variable held constant would have increase / (decrease) profit before tax as stated below :

Interest rate risk

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Company is exposed to changes in interest rates due to its financing, investing and cash management activities. The risks arising from interest rate movements arise from borrowings

with variable interest rates.

The Company''s risk management activities are subject to the management, direction and control of Treasury Team

under the framework of Risk Management Policy for interest rate risk. The treasury team ensures appropriate financial risk governance framework for the Company through appropriate policies and procedures and that financial risks are identified, measured and mitigated in accordance with the Company''s policies and risk objectives.

Currency risk

The company operates internationally and portion of the business is transacted in several currencies and

consequently the company is exposed to foreign exchange risk through its exports sales and purchase of raw materials components and plants & equipments from overseas customers / suppliers in various foreign currencies.

The company evaluates exchange rate exposure arising from foreign currency transactions and company follows established risk management policies including the use of derivatives like foreign exchange forward and future

contracts to hedge exposure to foreign currency risks.

Market Price risk

Market Price risk is the risk that the fair value or future cash flows of the Company''s financial instruments will fluctuate because of changes in market prices (other than commodity price, interest or exchange rates).

The Company''s exposure to market price risk arising from its investment in mutual funds, other unquoted investment

in equity and preference shares (previous year) and measured in the balance sheet at fair value through profit or loss. Management monitors the prices closely to mitigate its impact on profit and cash flows.

ii) Credit risk

Credit risk refers to the risk that a counterparty or customer will default on its contractual obligations resulting in a loss to the Company. Financial instruments that are subject to credit risk principally consist of Loans, Trade and

Other Receivables, Cash & Cash Equivalents, Investments and Other Financial Assets. The carrying amounts of financial assets represent the maximum credit risk exposure.

Credit risk encompasses both, the direct risk of default and the risk of deterioration of credit worthiness as well as concentration of risks. Credit risk is controlled by analyzing credit limits and creditworthiness of counter parties on continuous basis with appropriate approval mechanism for sanction of credit limits.

Other Financial Assets

The Company expose to credit risk exposure in cash and cash equivalent, term deposits with banks, investment in liquid mutual fund, derivatives with banks, commodity exchanges and OTC markets. The credit risk in financial

assets other than trade receivables are managed by the Company''s treasury team and trading team in accordance with the Company''s risk management policy. Cash and cash equivalents and Bank deposits are placed with banks having good reputation, good past track record and high quality credit rating.

With respect of investments in money market / liquid mutual funds, the Company limits its exposure to credit risk

by investing with counter parties having good credit rating. Further, financial assets are written off when there is no reasonable expectation of recovery such as amount provided for overdue loans and other financial assets on account of increase in credit risk of counter party assessed on a case to case basis.

Also, with respect to derivatives, the Company entered into trade based on credit worthiness of the counter parties. The credit worthiness of such counter parties is evaluated by the management on an on-going basis and is considered to be good.

In respect of credit risk exposure in


Mar 31, 2023

1) On June 30, 2021, the Company has acquired 100% equity shares of Adani Wilmar Pte Ltd ("AWPTE”) along with its subsidiaries entities engaged in the business of Trading, Refining and Marketing of edible oil.

2) The Hon''ble National Company Law Tribunal (NCLT), Chennai Bench have approved the Scheme of Merger of KOG KTV Food Products(India) Private Limited ("KOG KTV”) with K.T.V. Health Food Private Limited

("KTVHF”) vide it''s order dated 26th November, 2021 . The Effective Date of the Scheme is December 23, 2021. Consequent to the merger, the company has received 70,492 equity shares of H100 each in KTVHF in lieu of 4,30,00,000 equity shares of H1/- each in KOG KTV. Further the Investment in Joint Ventures includes Value of Deemed Investment of H6 Crore in terms of fair valuation under Ind AS 109.

3) 20,80,000 fully paid 0% Non Cumulative Redeemable Preference Shares of H10/- each of Gujarat Agro Infrastructure Mega Food Park Private Limited is sold to third party at H2.08 Crore on August 24, 2022 as per the approval received from the Board of Directors in their meeting held on August 03, 2022.

a) Refer note 38 secuirity deposits given to related parties.

b) Placed as margin for Bank Guarantee, Buyer''s credit and Letter of Credit facilities.

c) Incentives receivable includes H12.29 Crore receivable under West Bengal state support for industry scheme 2008 for sales tax / VAT paid during FY 2015-16 & 2016-17. The Company has recognised claim in FY 2015-16 & 2016-17 bases on Industrial Promotional Assistance (IPA) sanction letter dated November 16, 2016. The Company has filled writ petition since February 10, 2023 with the Hon''ble High Court of Kolkata against the State Government for recovery of outstanding incentive. Management of the Company, on the basis of legal advise of the external legal counsel, assessed that the amount recognised and recoverable as on March 31, 2023 are hold for good realised.

d) No receivables are due from directors or other officers of the Company either severally or jointly with any other person nor any other receivable are due from firms or private companies in which any director is a

partner, a director or a member.

a) i) Includes H517.68 Crore (previous year H517.68 Crore) paid under protest as social welfare surcharge (SWS) levied on basic custom duty during the period from September 25, 2019 to June 30, 2021 at specified rate on import of material. The Company has filled writ petition in the matter with the Hon''ble High Court of Gujarat and the Hon''ble Hight Court of Andhra Pradesh against the custom department claim of payment of sws in cash although basic and additional duty of customs are exempted on material imported against valid MEIS / SEIS duty scripts. The Company, on the basis of legal advise from the external legal counsel, assessed that the Company has good chance to decide the matter in favour of the Company, though on conservative basis the Company provided amount in full and disclosed under the provision. (refer note 19)

ii) Apart from above, the Company has also paid under the protest differential custom duty of H24.78 Crore (previous year H26.16 Crore) on import of materials in earlier years. The Company has filled appeal with the tax authorities / the Hon''ble High Courts against the assessment made by the customs authority for refund of differential duty. Though on conservative basis the Company has made provision for full amount of claim and disclosed on gross basis under the provisions (refer note 19)

During the year the Company has received favourable order from the CESTAT Bangalore (amount involved H3.54 Crore) and the Hon''ble High Court of Gujarat (amount involved H2.68 Crore) and the

Customs Authority then filled petition with the Hon''ble Supreme Court against the order of the Hon''ble High Court of Gujarat. The Company on the basis of legal advise from the external legal counsel and favourable judgement from CESTAT Bangalore and the Hight Court of Gujarat, assessed that the

Company has good chance to decide the matter in favour of the Company."

iii) The Company has also deposited H11.80 Crore (previous year H16.07 Crore) to various government authorities against demand of taxes and duties against on going litigations disclosed as contingent

liabilities. (refer note 33)

a) The inventories are recognised net off H290.37 Crore (previous year H26.84 Crore) in respect of write-downs

of inventory to net realisable value. During the year, previous year write-downs of H26.84 Crore (previous year H11.16 Crore) have been reversed owing to subsequent increase in realisable value.

b) Inventories are pledged / hypothecated as security against the working capital facility (refer note 20)

a) Secured receivables backed by customer''s deposits and bank guarantees.

b) Trade receivables are non-interest bearing and are generally having credit period of 7 to 45 days. Interest is

levied on delay payment at 18% per annum.

c) No trade receivables are due from directors or other officers of the Company either severally or jointly with any other person nor any trade or other receivable are due from firms or private companies in which any

director is a partner, a director or a member.

d) Above balances with trade receivables include balances with related parties. (refer note 38)

a) Margin money deposits represent security held by bank towards Bank Guarantee, Buyer''s credit and Letter

of Credits issued by the bankers on behalf of the Company,

b) Other earmarked deposits includes deposits of H Nil (previous year H124.96 Crore) lien marked against repayment of outstanding external commercial borrowings with one of the member banks sanctioned syndicated facility and H760.51 Crore (previous year H762.41 Crore) lien marked against Overdraft Facilities.

c) Includes Initial Public Offer (IPO) proceeds of H1,925.02 Crore (previous year H2,409.00 Crore) in Scheduled commercial bank which will be utilised as stated in the prospectus. (refer note 47)

d) Includes balance of Initial Public Offer (IPO) proceeds of H49.40 Crore (previous year H56.11 Crore) in Current Account with a Scheduled commercial bank and H5.02 Crore (previous year H0.79 Crore) with monitoring agency account which will be utilised for payment of IPO expenses as stated in the prospectus. (refer note 47)

a) State incentive receivable includes incentive of H16.37 Crore pertain to Industrial Incentive for Capital Expenditure for rebate on sales tax and power charges receivable from the State Government of Andhra Pradesh & Telangana. The Company has recognised claim based on approval received from the commissioner of Industries of Andhra Pradesh in earlier years. The Company has assessed amount of claim receivables hold good for recovery on the basis of legal advise from an external consultant.

b) No receivables are due from directors or other officers of the Company either severally or jointly with any other person nor any other receivable are due from firms or private companies in which any director is a

partner, a director or a member.

c) For fair value measurement and for commodity price risk and foreign currency risk refer note 44.

During the year, the Board of Directors of the Company in their meeting held on November 03, 2022 gave in principle approval for plan to sell freehold land located at Vidisha and office premises situated at Indore. Considering the same, the Company has reclassified aforesaid assets as held for sale. Net block of aforesaid

assets on the date of re-classification is H5.22 Crore and the management has estimated realisable value of assets held for sale is higher than its carrying value on the date of re-classification. Management has initiated process of sales and expected to sell the aforesaid assets withing next twelve months.

‘Pursuant to the approval of Board of Director in its meeting held on dated May 04, 2021 and approval of the shareholders in Extraordinary General Meeting held on dated May 05, 2021, the face value of equity shares H10 per share were sub-divided into 10 equity shares having face value of H1 per share. As a result the number of equity shares of the Company has increased from 11,42,94,886 to 1,14,29,48,860.

b) Terms / rights attached to equity shares:

The Company has only one class of equity shares having a par value of H1 per share. Each holder of equity shares is entitled to one vote per share. In the event of liquidation of the Company the holder of the Equity Shares will be entitled to receive remaining assets of the Company after distribution of all preferential amount. The distribution will be in proportion to the number of Equity Shares held by the shareholders. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting and is accounted for in the year in which it is approved by the shareholders.

*50,000 equity shares held by Pranav V. Adani, Namrata P. Adani, Priti G. Adani, Shilin R. Adani and Dhaval Bhavikbhai Shah jointly with Bhavik Bharatbhai Shah as Nominees of Adani Commodities LLP have been transferred to Adani Commodities LLP on March 22, 2023.

"Pursuant to the approval of Board of Director in its meeting held on dated May 04, 2021 and approval of the shareholders in Extraordinary General Meeting held on dated May 05, 2021, the face value of equity shares H10 per share were sub-divided into 10 equity shares having face value of H1 per share. For calculating change in holding of promoters, the number of equity shares held by the promoters as at March 31, 2021

have been restated to give effect of the subdivision,

‘Holding of Promoters has been reduced by 12.06% pursuant to initial public offer of equity shares of the company concluded on February 08, 2022.

a) Security premium represents the premium received on issue of shares over and above the face value of Equity Shares. Such amount is available for utilization in accordance of the Provisions of the Companies

Act, 2013.

b) The general reserve is created from time to time by way of transfer profit from retained earnings for apportion purposes. As the general reserve is created by a transfer from one component of equity to another and is not an item of other comprehensive income. Amount transferred to general reserve can be utilised in accordance with the provisions of the Companies Act, 2013.

c) Amalgamation reserve represents the surplus arises in the course of amalgamation of wholly owned subsidiary companies during the year 2012-13 and 2015-16. The said reserve shall be treated as free reserve available for distribution as per the scheme approved by the Hon''ble Gujarat High Court vide order dated March 06,2012 and October 28, 2015.

d) Retained earning are the net profits and remeasurement of post-employment benefit obligations (net of tax) attributable to the shareholders earned till date, less any transfer to general reserve, dividends and other distribution paid to shareholders.

1. Current maturities of ECB Term Loan is secured by

(i) First pari passu charge by way of equitable mortgage by deposit of title deeds in favour of SBICAP Trustee Company Limited in respect of immovable properties of the company wherever situated both present and future and hypothecation of all movable tangible assets of the Company both present and future.

(ii) Second pari-passu charge by way of hypothecation in favour of SBICAP Trustee Company Ltd. of all inventories including stores and spares and book debts, receivables, advances and other current assets

both present and future.

(iii) Exclusive right over the other earmarked deposit of H124.96 Crore lien marked against the borrowing.

(iv) Repaid during the year & Interest rate is Libor 2.96%.

2. Working capital facilities are secured by :-

(i) First pari passu charge by way of hypothecation in favor of SBICAP Trustee Company Limited (security trustee'') of all present and future current assets including inventories, stores, spares, book debts, receivables,

advances and other current assets of the Company.

(ii) Second pari passu charge by way of equitable mortgage in favor of SBICAP Trustee Company Limited (security trustee'') in respect of all present and future immovable properties of the Company wherever situated and hypothecation of all present and future movable assets of the Company.

(iii) The rate of interest for above working capital facilities are as follows:

Buyers Credit ( In Foreign Currency) : SOFR spread i.e. from 4.99 % to 5.94% (previous year 0.58% to 1.90%)

- Export Packing Credit : 7.50% to 8.35% (previous year 5.25% to 6.25%)

- Overdraft Facility from Banks : 5.05% to 6.75% (previous year 3.25% to 5.05%)

- Working Capital Demand Loan : 8.37% (previous year 4.27%)

- Supplier Trade Finance : 8.06% to 8.70% (previous year 4.85% to 5.37%)

(iv) Repayment terms of working capital borrowing are as follows :

- Export Packing Credit and Buyer''s Credit are repayable withing 80 to 90 days of being drawn.

- Overdraft facility and working capital demand loan are repayable on demand.

- Supplier Trade Finance pertaining to discounting of domestic suppliers bills with banks procurement of materials and services and are repayable within 80 to 180 days from the day from being drawn.

a) The Company enters into an arrangement under SBI Consortium financing facilities, direct payments to suppliers for goods and services. The banks are subsequently repaid by the Company at a later date providing working capital timing benefits. These trade credits are largely repayable within 180 days from drawdown. Interest on such facilities ranging from : 5.08% to 5.80% (March 31, 2022 : 0.36% to 1.77%) and are recognised in finance cost.

b) Trade credit facility is secured by

- first pari passu charge by way of hypothecation on all present and future current assets including inventories, stores & spares, book debts, receivables, advances and other current assets.

- Second pari passu charge by way of equitable mortgage on all present and future immovable properties

and all other movable assets.

a) Security deposits from customers in the company''s business are generally not repayable within a period of

twelve months based on historical experience.

b) Other payable includes forex derivative contracts payable of H2.03 Crore (previous year Nil) on cancellation of contracts.

c) For fair value measurement and for commodity price risk and foreign currency risk refer note 44.

NOTE :34 CONTINGENT LIABILITIES AND COMMITMENTS

A) Contingent liabilities to the extent not provided for :

( H in Crore)

Particulars

As at

31st March, 2023

As at

31st March, 2022

Matters related to levies of Customs & Excise Duty

a) The Directorate of Revenue Intelligence has challenged the favourable order passed by the CESTAT in the matter of

classification of imported Raw Material involving demand of custom duty of H37.64 crores (including penalty of H20.32 Crore). The Company has received favourable order from the CESTAT and Department has filed an appeal with the Hon''ble Supreme Court

and pending as at reporting date.

37.64

37.64

b) The Commissioner of Customs & Central Excise, Gantur has passed the order in original (OIO) against Krishnapattnam Oil & Fats Private Limited (KOFL) and Acalmar Oils & Fats Limited (AOFL) (later on both entities merged with the Company) in the matter of classification of finished goods for sale made during the period April 2008 to December 2011 and raised demand of H17.63 Crore (including penalty of H9.04 Crore). The Company has challenged this OIO and received favourable orders from CESTAT, Hyderabad against which the department filed appeal with the Hon''ble High Court of Telangana and Andhra Pradesh.

17.63

17.63

c) The Commissioner of Customs, Mangalore has raised demand of H7 Crore (including penalty of H3.50 Crore) towards custom duty on import of materials during the year 2008-09 and 201011 by Rajashri Packaging Limited (later on merged with the Company) wherein custom duty had been paid through utilisation of inadmissible DEPB/VKUY licenses which was subsequently disallowed. The Company has challenged the order by filling an appeal with the CESTAT Bangalore against the grounds that DEPB / VKUY scripts which were purchased from open market on bona fide belief are not liable to payment of duty, and thus the Company deposited H0.26 crores in the matter under protest. As at reporting date appeal filed with CESTAT by the Company is yet to sub-judice.

7.31

7.46

NOTE :34 CONTINGENT LIABILITIES AND COMMITMENTS (contd.)

( H in Crore)

Particulars

As at

31st March, 2023

As at

31st March, 2022

On similar matter the Company has also received Show Cause notices from Assessing Officer, Customs Mundra for demand of H0.46 Crore on import of material during the year 2003, 2004 and 2006. During the year the Company has settled the demand of H0.15 Crore by payment of duty in one of the matter and for other matter involving demand of H0.31 Crore, the Company has filed a reply and matter is yet to be adjudicate by the Assessing Authority.

d) The Commissioner of Customs & Central Excise,Manglore has passed the order in original (OIO) against Rajashri Packaging Limited (later on merged with the Company) in the matter of classification of finished goods for sale made during the period April 2008 to December 2011 and raised demand towards customs duty of H4.24 crores (including penalty of H2.59 Crore). The Company has filed an appeal against the OIO along with payment of H0.95 Crore under protest and appeal is currently pending for disposal with CESTAT,Bengaluru.

4.24

4.24

e) The Commissioner of Customs & Central Excise,Gantur has passed the order in original (OIO) against Acalmar Oils & Fats Limited (later on merged with the Company) in the matter of classification of raw material Imported in February 2005 and raised customs duty demand of H1.44 Crore. The Company had received favourable orders from Commissioner (Appeals) which was challenged by the Department in CESTAT, Hyderabad who has remanded back it to the adjudicating authorities and hence pending with Commissioner of Customs, Hyderabad.

1.44

1.44

f) The Commissioner of Customs & Excise has challenged the favourable order passed by the Commissioner (Appeals) and CESTAT, Hyderabad in the Hon''ble High Court, Hyderabad - AP in the matter of differential customs duty on ullage of imported Raw Material relating to period from September 2009 to March 2013 involving total customs duty demand of H2.47 Crore (including penalty of H1.24 Crore). Currently, appeal filed by the Department pending with the Hon''ble High Court.

2.47

2.47

g) The Commissioner of Customs & Central Excise, Kandla has passed the order in original (OIO) against the Company in the matter of classification of procurement of imported material and raised customs duty demand of H0.12 Crore and company has deposited entire amount under protest and the case is pending for disposal with the Hon''ble Supreme Court.

0.12

0.12

h) Various SCNs received from Assistant Commissioner, Mundra on assessment of the various Bill of Entries filed by the Company for the import of materials having customs duty demand of H0.11

Crore and pending final assessment and adjudication .

0.11

0.11

i) The Central Excise department had objected utilisation of Cenvat Credit by the Company for the year 2004-05, and filed a writ with Hon''ble Gujarat High Court which is pending for disposal. In

Current year, the Department has withdrawn the writ petition and the matter is closed.

1.32

NOTE :34 CONTINGENT LIABILITIES AND COMMITMENTS (contd.)

( H in Crore)

Particulars

As at

31st March, 2023

As at

31st March, 2022

Matters related to Entry Tax, Value Added Tax (''VAT'' )and Sales Tax, Service Tax, Commercial Tax and Goods and Service Tax (''GST'')

j) The Company has been demanded additional 5% VAT on account

of classification of Bakery Shortening as Vanaspati for the year 2008-09 which was challenged with Commercial Tax Tribunal, Uttar Pradesh and for year 2004-05 to 2006-07 where a favourable order was passed by Tribunal which was challenged by the Commercial tax Department at Hon''ble Allahabad High Court. The matter is pending for final hearing.

In current FY 2022-23, the Company has received a favourable order from Tribunal for FY 2008-09 against demand of H1.35 Crore.

1.35

2.70

k) "The Company has filed an appeal with Commercial Tax Commissioner in the states of Uttar Pradesh and Kerala against the demand of additional VAT of H1.21 Crore (H1.17 Crore paid under protest) on classification of sale of coconut oil as cosmetic product instead of Edible Oil for the FY 2009-10 and FY 201213 respectively. The matter is pending for personal hearing. In current FY 2022-23, the Company has received a favourable order from Commissioner Uttar Pradesh for FY 2009-10 against demand of H1.17 Crore."

0.04

1.21

l) The Commercial Tax Department, West Bengal completed the entry tax assessment for the year 2012-13, where the Department had raised demand for entry tax on Import of Edible Oil from Outside India. The Company filed an appeal with the Additional

Commissioner Commercial Taxes, West Bengal which was dismissed. The Company has filed revised petition with West Bengal appellate & revisional Board for which hearing is pending.

22.94

22.94

m) Various notices received from Commercial Tax Department in the matter of levy of Entry Tax relating to difference in assessable value for stock transfers, disallowance of exemption, etc. for the financial years 2003-04 to 2016-17 in the states of Madhya

Pradesh, Odisha and Telangana. The Company has filed appeal and writ petition at Commissioner, relevant appellate tribunal and Hon''ble High Court respectively and the cases are pending for disposal. The Company has deposited H0.20 Crore under protest

against the demand.

0.89

0.89

n) Various demands raised under VAT and CST assessment relating to pending statutory forms, input tax credit disallowance, non production of records, pending truck seizure cases etc. which

the company is contesting at various forums in the states of Andhra Pradesh, Bihar, Gujarat, Madhya Pradesh, Maharashtra, Odisha, Telangana, Uttar Pradesh and West Bengal. These cases are pending for final disposal. Such demands relate to FY 200607 to FY 2017-18 (up to June''17) and the Company has paid H3.19 Crore (previous year H3.27 Crore) as duty under protest against said demands.

11.19

12.37

NOTE :34 CONTINGENT LIABILITIES AND COMMITMENTS (contd.)

( H in Crore)

Particulars

As at

31st March, 2023

As at

31st March, 2022

o) The Company has received various SCNs from Assistant Commissioner/Commissioner CGST/SGST in the states of Madhya

Pradesh, Maharashtra, Bihar and Rajasthan for raising demand of GST of H1.16 Crore (H0.04 Crore paid under protest) on various CGST/SGST matters. The Company has filed an appeal with Appellate Authority and the same is yet to be concluded as on the

reporting date.

1.16

0.61

p) During May and June 2017, the Company was granted refund on excess payment of Service tax on ocean freight without considering abatement of 70% as per the board circular which

the Service tax Department has challenged and filed an appeal with Central Excise and Service Tax Appellate Tribunal, Mundra, Gujarat. The matter is pending for disposal.

5.19

5.19

q) Pending litigation at different forums of Service Tax in the state of Gujarat for 2011-12 and 2017-18 (up to June 2017) in the matters relating to refund of Service Tax against exports and service tax paid on outward goods transport agency services amounting to H1.30 Crore against which H0.74 Crore paid under protest through reversal of Input Tax Credit.

1.30

1.30

Matter related to Demand raised under Income Tax Act

r) The assessment was completed for AY 2007-08 u/s 143(3) read with section 263 of the Income Tax Act, 1961 and Assessing Officer disallowed certain expenditure and made addition in taxable income of H7 Crore. A demand was raised of H1.38 Crore. Further, in another matter assessment order received for AY 2008-09 in case of Acalmar Oils & Fats Ltd (later on merged with the Company) in which loss on commodity derivative contracts was disallowed and a demand of H2.23 Crore was raised. The Company has received favourable orders from Commissioner (Appeals) and ITAT on appeal filed by the Company and the Department respectively. As at reporting date the department had filed an appeal with the Hon''ble High Court against the ITAT Order and which is yet to be adjudicated. The Company has also deposited H1.55 Crore under protest during the appellate process.

3.61

3.61

NOTE :34 CONTINGENT LIABILITIES AND COMMITMENTS (contd.)

( H in Crore)

Particulars

As at

31st March, 2023

As at

31st March, 2022

s) Assessment completed for AY 2007-08, 2009-10, 2013-14 to 201819 u/s 143(3) and the Company has received demand of H11.15

Crore on account of disallowances of expenditure u/s 14A as well as other expenditure by the Assessing officer under the provisions of the Income Tax Act, 1961. The Company has already received favourable orders from Commissioner (Appeals), Income Tax Appellate Tribunal, Ahmedabad (ITAT) and the Hon''ble High Court of Gujarat under appeals filed by the Company / the Income Tax Department against the assessment order passed by the Assessing Officer for the assessment years stated above. Department have filed an appeal with the Hon''ble Supreme Court against the order passed by the Hon''ble High Court of Gujarat in AY.2013-14 to 201516 which is yet to be adjudicated. Appeals filed by the department for AY 2007-08 and 2016-17 on the same matter pending with the ITAT and for AY 2009-10, 2017-19 and 2018-19 pending with Commissioner Appeals. The Department has also adjusted tax refund of H2.60 Crore claimed by the Company for various years which has been adjusted against the various demands.

11.15

10.58

t) Based on order processed u/s 143(1) of the Income Tax Act, 1961 for Assessment Years 2017-18, 2019-20 and 2020-21 the department raised demand for H0.17 Crore (gross of amount deposited under protest H0.13 Crore) on disallowances of various expenditures. For AY 2017-18, the appeal filed by the Company with Commissioner (Appeals) which was decided in favour of the Company and the Company is awaiting appeal effect order from the authority. For AY 2019-20 and 2020-21, the Company has filed appeal with ITAT and Assessing Officer respectively. Also, an order passed by the Assessing officer u/s 115WE(3) pertaining to AY 2006-07 and 2007-08 on various matters related Fringe Benefit Tax assessment and department raised demand of H0.37 Crore. The Company has filed appeal with Income Tax Appellate Tribunal (ITAT) and paid H0.20 Crore under protest and ITAT has allowed the appeal filed by the Company.

0.55

0.55

u) Pending appeal before ITAT for carry forward of unabsorbed depreciation of AY 2006-07 and 2009-10 wherein the Company received the favourable order in FY 2022-23.

2.54

130.33

136.92

Notes :

i) The management believes, on the basis of legal advise from the legal counsels and status of the proceedings of the respective matters, that the ultimate outcome of aforesaid ongoing tax litigations disclosed above

will be settled in Company''s favour and has assessed that all above matters are only possible in nature and not probable. The Company do not expect that outflow of economic resources will be required.

ii) In the matter of disputed appeal, wherever the demand amount involve interest and penalty which is not

ascertainable the same has not been disclosed above.

iii) The Company has received show cause notices on various matters but didn''t receive further demand on such matters. Accordingly, the Company has not disclosed such notices neither as contingent liabilities nor acknowledged as claims, based on internal evaluation of the management.

iv) The Company is involved in various legal proceedings including product liability and other regulatory matter relating to conduct of its business. Based on the advice of the legal counsel, the management has assessed the possible unfavorable outcome of such litigations to be remote and accordingly the same has not been

considered as contingent liability.

B) Commitments : a) Capital Commitments :

( H in Crore)

Particulars

As at

31st March, 2023

As at

31st March, 2022

Estimated amount of contract remaining to be executed and not

provided for (net of advance)

518.96

93.96

b) The Company has entered in to definitive agreement with Adani Estate Management Private Limited (AEMPL) on January 10, 2022 for acquisition of immovable property, including land for a provisional consideration of H200 Crore. As at March 31, 2023 the Company has paid H102.44 Crore (March 31, 2022 - H100.81 Crore) as an advance under the terms of the agreement.

c) Other Commitments :

i) During the earlier years, the Company has imported plant and machinery for their Projects under EPCG Scheme at concessional rate as well as at NIL rate of customs duty by undertaking obligation for export of goods. Out of total Future Export Obligation, status as at March 31, 2023 is as follows;

a) Export Obligation of H174.16 Crore (previous year H91.44 Crore) has been completed and the Company has filed redemption application with the Director General of Foreign Trade (DGFT) with regards to procedural relinquishment of Export obligation.

b) Export Obligation of H149.33 Crore (previous year H261.48 Crore) is pending against which duty

amount saved of H24.89 Crore (previous year H43.58 Crore) for which export to be made within 6 - 8 years from the EPCG License date along with extended period allowed by the authority i.e. by FY 2023-24, 2024-25 and 2027-28.

NOTE :36 SEGMENT REPORTING

The Company has presented segment information in its consolidated financial statements which are part of the same annual report. Accordingly, in terms of Indian Accounting Standard on Segment Reporting (Ind AS 108) no disclosure related to the segment are presented in the Standalone Financial Statement.

Terms and conditions of transactions with related parties :

a) Outstanding balances of related parties at the year-end are unsecured and settlement taken place in cash.

b) Remuneration does not include Provision for Leave Encashment and Gratuity as it is provided in the books on the basis of actuarial valuation for the Company as a whole and hence individual figures cannot be

identified. The amounts are not expected to be material.

c) Transaction entered into with related party are made on terms equivalent to those that prevail in arm''s

length transactions.

d ) All above figures are net of taxes wherever applicable.

b) Defined Benefit Obligations (Gratuity):

The Company has a defined benefit gratuity plan (funded) and is governed by the Payment of Gratuity Act, 1972. Under the Act, which provides a lump sum payment to vested employees at retirement, death, incapacitation or termination of employment, of an amount based on the respective employee''s salary and the tenure of employment. Vesting occurs on completion of 5 continuous year of services as per Indian

Law. However, no vesting condition applies in case of death. The scheme is funded with Life Insurance Corporation of India (LIC) and SBI Life Insurance Company Limited in form of a qualifying insurance policy for future payment of gratuity to the employees.

Liability in respect of Gratuity is determined based on actuarial valuation done by actuary as at the balance sheet date. Each year, the management reviews the level of funding in the gratuity fund. Such review includes the asset - liability matching strategy. The management decides its contribution based on the results of this review. Current and non current classification has been done based on actuarial valuation

report.

Aforesaid post-employment benefit plans typically expose the Company to actuarial risks such as: investment risk, interest rate risk, longevity risk and salary risk.

The estimates of future salary increases, considered in actuarial valuation, take account of inflation, seniority, promotion and other relevant factors, such as supply and demand in the employment market.

The overall expected rate of return on assets is determined based on the market prices prevailing on that date, applicable to the year over which the obligation is to be settled. There has been significant change in expected rate of return on assets due to change in the market scenario.

ix. Effect of Plan on Entity''s Future Cash Flows

a) Funding arrangements and Funding Policy

The Company has purchased an insurance policy to provide for payment of gratuity to the employees. Every year, the insurance company carries out a funding valuation based on the latest employee data provided by the Company. Any deficit in the assets arising as a result of such valuation is

funded by the Company.

b) Expected Contribution during the next annual reporting year

The Company''s best estimate of Contribution during the next year is H11.27 Crore (previous year

H17.29 Crore).

x. Risk Exposure and Asset Liability Matching

Through its defined benefit plan of Gratuity, the Company is exposed to its number of risks, viz. asset volatility, changes in return on assets, inflation risks and life expectancy. The Company has purchased insurance policy, which is a year-on-year cash accumulation plan in which the interest rate is declared on yearly basis and is guaranteed for a period of one year. The Insurance Company, as part of the policy

rules, makes payment of all gratuity outgoes happening during the year (subject to sufficiency of funds under the policy). The policy, thus, mitigates the liquidity risk.

c) Compensated absences/ leaves

Other long term employee benefits comprise of compensated absences/leaves, which are recognised based

on actuarial valuation. The actuarial liability for compensated absences as at the year ended 31st March 2023 is H22.95 Crore (previous year H21.78 Crore).

d) In September 2020, the Indian Parliament has approved the Code on Social Security, 2020 which would impact the contributions by the Compony towards Provident Fund and Gratuity. The Ministry of Labour and Employment has released draft rules for the Code on Social Security, 2020 on November 13, 2020 which is yet to be notified. The Company will give appropriate impact in its financial statements in the period in which, the Code becomes effective and the related rules to determine the financial impact are notified.

NOTE :40 LEASES AS A LESSEE

i) Terms & conditions of Lease arrangements :

a) The Company''s leasing arrangement are in nature of leases of factory land, warehousing facilities, office premises, plant and equipment and right of way of land. Lease arrangement for warehousing, office premise and plant & equipment are generally for the period ranging from 2 years to 10 years. Lease arrangement for factory land are generally ranging from 20 - 60 years and right of way of land are for the lease term for the period from 5 - 20 years. With the exception of short-term leases and leases of low-value underlying assets, each lease is reflected on the balance sheet as right-of-use assets and a lease liability. The Company''s obligation under its leases are secured by the lessor''s title to the leased assets.

b) The lease arrangements have extension / renewal / termination options exercisable by either parties which may make up assessment of lease term uncertain. While determining the lease term, all facts and circumstances that create an economic incentive to exercise an extension option, or not exercise

a termination option considered.

c) Each lease generally impose a restriction that unless there is a contractual right for the Company to sub lease the asset to another party, the right-of-use asset can only be used by the Company. The Company is prohibited from selling or pledging the underlying leased assets as security.

1) Eradicating Malnutrition and anemia- Project SuPoshan, Community and Preventive Health, Sustainable Livelihood and Rural Development, Promoting Education, Administrative Overheads, Sujalam Sufalam Jal Abhiyan, Akshaya Patra Foundation for providing meal to school students, Employment Opportunities, Environmental sustainability through Solvent Extractors Association, Rural Development Projects, Training to promote rural sports and Education and Flood relief.

2) Eradicating Malnutrition and anemia- Project SuPoshan, Promoting Education, Sustainable Livelihood and Rural Development, For Covid- 19 support measures and relief, Community Health, Healthcare and sanitation, Eradicating hunger and poverty, Environment and Sustainability.

(i) The fair value of cash and cash equivalents, other bank balances, trade receivables, loans receivable, security deposits given and other financial assets, borrowings, trade payables, trade credits and other financial assets and liabilities approximate their carrying amount largely due to the nature of these instruments. The Company''s loans given and borrowings have been contracted at market rates of interest based on its credit rating. Accordingly, the carrying value of such loans approximate fair value.

(ii) The Company has not disclosed fair value of Lease Liability as per Ind AS 107.

(iii) Investment in equity shares of subsidiaries and joint ventures which are carried at cost and hence are not required to be disclosed as per Ind AS 107 "Financial Instruments Disclosures”. Hence, the same

have been excluded from the above table.

B) Fair Value Hierarchy

The fair value hierarchy is based on inputs to valuation techniques that are used to measure fair value that

are either observable or unobservable and consists of the following three levels:

Level-1 : Inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities.

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

Level-3 : Inputs are not based on observable market data (unobservable inputs). Fair values are determined in whole or in part using a valuation model based on the assumptions that are neither supported by prices from observable current market transactions in the same instrument nor are they based on available market data.

Calculation of Fair Values:

The fair values of the financial assets and liabilities are defined as the price that would be received on

sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Methods and assumptions used to estimate the fair values are consistent with those used for the year ended 31st March, 2022. Also, during the year, there were no transfers between Level 1 and

Level 2 fair value measurements.

C) Financial Instruments and Financial Risk Review

The company''s Financial Risk management is an integral part of how to plan and execute its business strategies. The Company''s risk management activities are subject to the management direction and control under the framework of Risk Management Policy as approved by the Board of Directors of the Company. The Management ensures appropriate risk governance framework for the Company through appropriate policies and procedures and that risks are identified, measured and managed in accordance with the Company''s policies and risk objectives. The Company''s Financial Assets comprises mainly Investments, Loans given, Trade Receivables, Cash and Cash Equivalents, Other Bank Balances, Derivative Assets and Other Assets. The Company''s Liabilities comprises mainly Borrowings, Trade Credits, Derivative Liabilities, Trade and other payable.

The Company''s business activities are exposed to risks resulting from interest rate movements (Interest rate risk), Commodity price changes (Commodity risk) and exchange rate fluctuation (Currency risk) collectively referred as Market Risk, Credit Risk, Liquidity Risk and other price risks such as equity price risk. The Company''s primary focus is to foresee unpredictability of financial market and seek to minimize potential adverse effects on its financial performance. The Company''s senior management oversees the management of these risks.

i) Market risk

Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises four types of risk: Commodity risk, interest rate risk, currency risk and price risk.

Commodity risk

The Company is affected by the price volatility of its key raw materials for production of key finished goods in Edible Oils, Food & FMCG and Industry Essential products. Prices of key raw materials and finished goods fluctuates is in line with changes in prices of the underlying agriculture commodities

and demand / supply factors.

The price of agriculture commodities are subject to fluctuations due to factors such as weather, government policies, change in global demand and production of similar and competitive crops. Financial Assets / Liabilities affected due to commodity price risk are the value of company''s open sale and purchase commitments and inventories of raw materials and finished goods. To the extent that its

open sales and purchase commitments do not match at the end of each business day, the company is subjected to price fluctuations in the commodities market.

While the company is exposed to fluctuations in agricultural commodities prices, its policy is to mitigate its risks arising from such fluctuations by hedging its purchases and inventories either through direct sale of similar commodity or through futures contracts on the commodity exchanges. Further, the Company also enters into firm commitment contract of sale / purchase of commodity to manage overall risk exposure and to compensate against the commodity price risk exposure. The management of the Company takes into consideration both firm commitment and contracts entered on exchanges to mitigate overall risk arising out of commodity price fluctuation.

In the course of hedging its purchases either through direct sale or through futures contracts, the company may also be exposed to the inherent risk associated with trading activities conducted by its personnel. The Company has a robust framework and governance mechanism in place to ensure the price volatility and minimize the risk exposure.

Interest rate risk

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Company is exposed to changes in interest rates due to its financing, investing and cash management activities. The risks arising from interest rate movements arise from borrowings with variable interest rates.

The Company''s risk management activities are subject to the management, direction and control of Treasury Team under the framework of Risk Management Policy for interest rate risk. The treasury team ensures appropriate financial risk governance framework for the Company through appropriate policies and procedures and that financial risks are identified, measured and mitigated in accordance with the

Company''s policies and risk objectives.

For Company''s total borrowings, the analysis is prepared assuming the amount of the liability outstanding at the end of the reporting period was outstanding for the whole year :

Currency risk

The company operates internationally and portion of the business is transacted in several currencies and consequently the company is exposed to foreign exchange risk through its exports sales and purchase of raw materials components, plants and equipments from overseas customers / suppliers in various foreign currencies.

The company evaluates exchange rate exposure arising from foreign currency transactions and company follows established risk management policies including the use of derivatives like foreign exchange forward and future contracts to hedge exposure to foreign currency risks.

Market Price risk

Market Price risk is the risk that the fair value or future cash flows of the Company''s financial instruments will fluctuate because of changes in market prices (other than commodity price,

interest or exchange rates),

The Company''s exposure to market price risk arising from its investment in mutual funds, other unquoted investment in equity and preference shares (previous year) and measured in the balance sheet at fair value through profit or loss. Management monitors the prices closely to mitigate its

impact on profit and cash flows.

Subsequent to year end, the management of the Company has decided to sell its investment in the unquoted equity instrument. Hence, there will be no exposure of equity price risk going forward.

(refer note 52)

Further, the current investments are all in units of overnight mutual funds and these are not exposed

to significant price risk.

ii) Credit risk

Credit risk refers to the risk that a counterparty or customer will default on its contractual obligations resulting in a loss to the Company. Financial instruments that are subject to credit risk principally consist of Loans, Trade and Other Receivables, Cash & Cash Equivalents, Investments and Other Financial Assets. The carrying amounts of financial assets represent the maximum credit risk exposure.

Credit risk encompasses both, the direct risk of default and the risk of deterioration of credit worthiness as well as concentration of risks. Credit risk is controlled by analyzing credit limits and creditworthiness of counter parties on continuous basis with appropriate approval mechanism for sanction of credit

limits.

Other Financial Assets

The Company expose to credit risk exposure in cash and cash equivalent, term deposits with banks, investment in liquid mutual fund, derivatives with banks, commodity exchanges and OTC markets. The

credit risk in financial assets other than trade receivables are managed by the Company''s treasury team and trading team in accordance with the Company''s risk management policy. Cash and cash equivalents and Bank deposits are placed with banks having good reputation, good past track record and high

quality credit rating.

With respect of investments in money market / liquid mutual funds, the Company limits its exposure to credit risk by investing with counter parties having good credit rating. Further, financial assets are

written off when there is no reasonable expectation of recovery such as amount provided for overdue loans and other financial assets on account of increase in credit risk of counter party assessed on a case to case basis.

Also, with respect to derivatives, the Company entered into trade based on credit worthiness of the counter parties. The credit worthiness of such counter parties is evaluated by the management on an

on-going basis and is considered to be good.

In respect of credit risk exposure in financial assets other than trade receivables, the Company doesn''t expect any losses from non-performance by the counter parties apart from those already provided in financial statement and does not have any risk significant concentration of exposure to specific party,

country or industry.

Trade Receivables

Credit risk on receivables is limited as almost majority of credit sales are against security deposits, advances, cheques and guarantees of banks of national standing. Moreover, given the diverse nature of the Company''s businesses trade receivables are spread over a number of customers with no significant concentration of credit risk.

Receivables are deemed to be past due or impaired with reference to the Company''s normal terms and conditions of business. These terms and conditions are determined on a case to case basis with reference to the customer''s credit quality and prevailing market conditions. Receivables that are classified as ''past due'' are those that have not been settled within the terms and conditions that have

been agreed with that customer.

The credit quality of the Company''s customers is monitored on an ongoing basis and assessed for impairment where indicators of such impairment exist. The solvency of the debtor and their ability to

repay the receivable is considered in assessing receivables for impairment. Where receivables have been

iii) Liquidity Risk

Liquidity risk refers the risk that the Company will encounter difficulty in meeting the obligations on a time associated with its financial liabilities. The Company monitors its risk of shortage of funds using cash flow forecasting models. These models consider the maturity of its financial investments, committed funding and projected cash flows from operations. The Company''s objective is to provide financial resources to meet its business objectives in a timely, cost effective and reliable manner and to manage its capital structure. A balance between continuity of funding and flexibility is maintained through the use of various types of borrowings.

The Company''s principle sources of liability are cash and cash equivalents, cash flow from operations and available unutilised credit limit sanctioned by the Banks. The Company believes that cash flow from operations and the working capital is sufficient to meet its current requirements and accordingly no liquidity risk is perceived.

D) Capital Management

For the purpose of the Company''s capital management, capital includes issued capital and all other equity reserves attributable to the equity shareholders of the Company. The primary objective of the Company

when managing capital is to safeguard its ability to continue as a going concern and to maintain an optimal capital structure so as to maximize shareholder value.

The Company manage its capital structure and makes adjustments in light of changes in economic conditions and requirements of the financial covenants. To maintain or adjust the capital structure, the Company may adjust return capital to shareholders or issue of new equity shares. The Company has not distributed any dividend to its shareholders. The Company monitors capital using a gearing ratio, which is Net Debt divided by Total Capital plus Net Debt. Net Debt is defined as long-term and short-term borrowings plus lease liabilities less cash and cash equivalents and other bank balances.

*excluding IPO proceeds which were un-utilised as at year end are temporarily invested in Deposits with scheduled commercial banks and kept in monitoring agency bank account amounting to H1944.45 Crore (previous year H2,533.94 Crore) (refer note 47) and other earmarked balances of H34.99 Crore (previous year

H56.90 Crore)

Management monitors the return on capital, as well as the level of dividends to equity shareholders. In order to achieve this overall objective, the Company''s capital management, amongst other things, aims to ensure that it meets financial covenants attached to the interest-bearing loans and borrowings that define capital structure requirements. There have been no breaches in the financial covenants of any interest bearing loans and borrowings in the current year. No changes were made in the objectives, policies or processes for managing capital during the year ended 31st March, 2023 and 31st March, 2022.

NOTE : 47 ISSUE OF SHARES

During the year ended March 31, 2022, the Company has completed its initial public offer ("IPO") of 15,67,29,745 equity shares of face value of H1 each at an issue price of H230 per share (including share premium of H229 per share). The Company had r


Mar 31, 2022

1) On June 30, 2021, the Company has acquired 100% equity shares of Adani Wilmar Pte Ltd ("AWPTE”) along with its subsidiaries engaged in the business of Trading, Refining and Marketing of edible oil.

2) The Hon''ble National Company Law Tribunal (NCLT), Chennai Bench have approved the Scheme of Merger of KOG KTV Food Products(India) Private Limited ("KOG KTV”) with K.T.V. Health Food Private Limited ("KTVHF") vide it''s order dated 26th November, 2021 . The Effective Date of the Scheme is December 23, 2021. Consequent to the merger, the company has received 70,492 equity shares of H100 each in KTVHF in lieu of 4,30,00,000 equity shares of H1/- each in KOG KTV. Further the Investment in Joint Ventures includes Value of Deemed Investment of H6 Crore in terms of fair valuation under Ind AS 109.

The cost of inventories recognised as an expense includes H26.84 Crore (previous year H11.16 Crore) in respect

of write-downs of inventory to net realisable value. During the year, reversal of previous write-downs of H11.16 Crore (previous year H172.52 Crore) have been made owing to subsequent increase in realisable value.

a) No trade receivables are due from directors or other officers of the Company either severally or jointly with any other person nor any trade or other receivable are due from firms or private companies in which any

director is a partner, a director or a member.

b) Above balances with trade receivables include balances with related parties. (refer note 37)

1) Margin money deposits represent security held by bank towards Bank Guarantee, Buyer''s credit and Letter

of Credits issued by the bankers on behalf of the Company.

2) Other earmarked deposits includes deposits of H124.96 Crore lien marked against repayment of outstanding external commercial borrowings with one of the member banks sanctioned syndicated facility and H762.41 Crore (previous year H632.01 Crore) lien marked against Overdraft Facilities.

3) Represent unutilised Initial Public Offer (IPO) proceeds of H2409 Crore in Scheduled commercial bank which will be utilised as stated in the prospectus.

4) Includes balance of Initial Public Offer (IPO) proceeds of H56.11 Crore in Current Account with a Scheduled

commercial bank (under Escrow arrangement) and H0.79 Crore with monetary agency account which will be utilised as stated in the prospectus.

‘Pursuant to the approval of Board of Director in its meeting held on dated May 04, 2021 and approval of the shareholders in Extraordinary General Meeting held on dated May 05, 2021, the face value of equity shares H10 per share were sub-divided into 10 equity shares having face value of H1 per share. As a result the number of equity shares of the Company has increased from 11,42,94,886 to 1,14,29,48,860.

Terms / rights attached to equity shares:

The Company has only one class of equity shares having a par value of H1 per share. Each holder of equity shares is entitled to one vote per share. In the event of liquidation of the Company the holder of the Equity Shares will be entitled to receive remaining assets of the Company after distribution of all preferential amount. The distribution will be in proportion to the number of Equity Shares held by the shareholders. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting.

a) Security premium represents the premium received on issue of shares over and above the face value of Equity Shares. Such amount is available for utilization in accordance of the Provisions of the Companies

Act, 2013.

b) The general reserve is used from time to time to transfer profit from retained earnings for apportion purposes. As the general reserve is created by a transfer from one component of equity to another and is not an item of other comprehensive income, items included in the general reserve will not be reclassified subsequently

to statement of profit and loss.

c) Amalgamation reserve represents the surplus arises in the course of amalgamation of wholly owned subsidiary companies. The said reserve shall be treated as free reserve available for distribution as per the scheme approved by Hon''ble Gujarat High Court.

d) The portion of profits not distributed among the shareholders are termed as Retained Earnings. The Company may utilize the retained earnings for making investments for future growth and expansion plans or any other purpose as approved by the Board of Directors of the Company.

1. ECB Term Loan is secured by

(i) First pari passu charge by way of equitable mortgage by deposit of title deeds in favor of SBICAP Trustee Company Limited in respect of immovable properties of the company wherever situated both present and future and hypothecation of all movable tangible assets of the Company both present and future.

(ii) Second pari-passu charge by way of hypothecation in favor of SBICAP Trustee Company Ltd. of all inventories including stores and spares and book debts, receivables, advances and other current assets

both present and future.

(iii) First ranking exclusive charge over prepayment assets which include the prepayment account and prepayment amount of the company in respect of ECB term loan.

(i) First pari passu charge by way of equitable mortgage by deposit of title deeds in favor of SBICAP Trustee Company Limited in respect of immovable properties of the company wherever situated both present and future and hypothecation of all movable assets of the Company both present and future.

(ii) Second pari-passu charge by way of hypothecation in favor of SBICAP Trustee Company Ltd. of all inventories including stores and spares and book debts, receivables, advances and other current assets both present and future. (Except prepayment assets which include the prepayment account and prepayment amount of the company in respect of ECB term loan).

1. Working capital facilities are secured by :-

(i) First pari passu charge by way of hypothecation in favor of SBICAP Trustee Company Limited of all inventories including stores, spares, book debts, receivables, advances and other current assets of the company both present and future. (except prepayment assets which include the prepayment account and prepayment amount of the company in respect of ECB term loan).

1) Transfer Pricing Regulations :

The Company has established a comprehensive system of maintenance of information and documentation as required by the transfer pricing legislation under section 92 - 92F of the Income Tax Act, 1961. The

management is of the opinion that its international transactions are at arm''s length and the aforesaid

legislation will not have any impact on the financial statements, particularly on the amount of tax expense

and that of provision for taxation,

2) Pursuant to the Taxation Law (Amendment) Ordinance, 2019 (""Ordinance"") issued by Ministry of Law and Justice (Legislative Department) on September 20, 2019 effective from April 01, 2019, domestic companies have the option to pay Corporate income tax rate at 22% plus applicable surcharge and cess (""New tax rate"") subject to certain conditions. Based on the assessment, the Company has chosen to exercise the option of New tax rate during the year ended March 31, 2021. Accordingly, the unutilised credit for Minimum Alternate Tax aggregating to H23.02 Crores written off.

Further, the Company re-measured the outstanding deferred tax liability that is expected to be reversed in future at 22% plus applicable surcharge and cess. Accordingly, an amount of H115.04 Crores have been written back in the Standalone Statement of Profit and Loss during the year ended March 31, 2021.

NOTE : 33 CONTINGENT LIABILITIES AND COMMITMENTS

A) Contingent liabilities to the extent not provided for :

(H in Crore)

Particulars

As at

31st March, 2022

As at

31st March, 2021

a) Corporate guarantee given to joint ventures for availment of credit

facilities

-

100.00

b) The Directorate of Revenue Intelligence has challenged the favorable order passed by the CESTAT in the matter of classification of imported Raw Material.The matter is pending with Hon''ble

Supreme Court for disposal.

37.64

37.64

c) The Commissioner of Customs & Central Excise,Guntur has challenged the favourable order of CESTAT Hyderabad, in the matter of classification of finished goods for sale made during the period April 2008 to December 2011. The same is pending for disposal with Hon''ble Telangana and Andhra Pradesh High Court.

17.64

17.64

d) The Commissioner of Customs,Manglore has disallowed the utilisation of DEPB/VKUY licences against payment of Customs duty. The company has challenged the order and same is currently pending with CESTAT,Bangalore.

6.99

6.99

e) The Commissioner of Customs & Central Excise,Manglore has passed the order against the Company in the matter of classification of finished goods for sale made during the period April 2008 to December 2011.The Company has challenged the same and it is currently pending for disposal with CESTAT,Banglore.

4.24

4.24

f) The Commissioner of Customs & Excise has challenged the favorable order passed by The Commissioner (Appeals) in the matter of classification of imported Raw Material relating to the period April 2008 to September 2011The same is pending for

disposal with CESTAT,Hyderabad.

1.44

1.44

g) The Commissioner of Customs & Excise has challenged the favorable order passed by the Commissioner (Appeals) in the matter of differential duty on ullege of imported Raw Material relating to the year 2013-14.The same is pending for disposal with

CESTATHyderabad.

2.47

2.47

Particulars

As at

31st March, 2022

As at

31st March, 2021

h) Other litigations pending at various adjudicating authorities relating to usage of DEPB licenses and classification of imported

Raw Material.

0.68

0.68

i) In the matter of classification of Bakery Shortening for the year 2004-05 to 2006-07,the Commercial Tax Department has challenged the favourable order of Tribunal at Hon''ble Allahabad High Court of which final hearing is pending. Similar matter for the year 2008-09 is also pending with the Commercial Tax Tribunal, Lucknow, Uttar Pradesh.

2.70

1.35

j) Assessment order passed by Assessing Authority ,classifying Coconut Oil as Cosmetic product instead of Edible Oil. The Company has filed the appeal with Commercial Tax Commissioner

in the states of Uttar Pradesh and Kerala. The matter is pending for personal hearing.

1.21

1.21

k) The Commercial Tax Department completed the entry tax assessment for the year 2012-13, where the Department had raised demand for entry tax on Import of Edible Oil from Outside India. The Company filed an appeal with the Additional Commissioner Commercial Taxes which is pending for personal hearing.

22.94

22.94

l) Various notices received from Commercial Tax Department in the

matter of levy of Entry Tax in the states of Madhya Pradesh, Odisha and Telangana for financial years 2003-04 to 2016-17 against which the Company has filed appeal and the same is pending for disposal.

0.89

0.89

m) Various demands raised under VAT and CST assessment relating to pending statutory forms, input tax credit disallowance, non production of records, pending truck seizure cases etc. which the company is contesting at various forums in the states of Andhra Pradesh, Bihar, Gujarat, Madhya Pradesh, Maharashtra, Odisha, Telangana, Uttar Pradesh and West Bengal. These cases are pending for final disposal.

12.37

19.15

n) The Central Excise department had objected utilisation of Cenvat Credit by the Company for the year 2004-05, and filed an appeal with Hon''ble Gujarat High Court which is pending for disposal.

1.32

1.32

o) The Company has granted refund on excess payment of Service tax on ocean freight without considering abatement of 70% as per the board circular which the Service tax Department has challenged and filed an appeal with Central Excise and Service Tax Appellate Tribunal, Mundra, Gujarat. The matter is pending for disposal.

5.19

5.19

Particulars

As at

31st March, 2022

As at

31st March, 2021

p) Pending litigation at different forums of Service Tax in the state of Gujarat for 2011-12 and 2017-18 (up to June 2017) in the matters relating to refund of Service Tax against exports and service tax

paid on outward goods transport agency services.

1.30

1.30

q) The Department has raised a demand ,in the state of Madhya Pradesh, for incorrect claim of GST credit through Tran-1 .The

matter is appealed by the Company and pending for hearing.

0.41

r) The Company has pending appeals for disallowance of expenses with Supreme Court for assessment year 2013-14, 2014-15 and 2015-16, with High Court for assessment year 2007-08, 2008-09 and 2013-14, with Income Tax Appellate Tribunal for assessment

year 2010-11, 2011-12, 2016-17 and 2019-20, with CIT(Appeals) for assessment year 2014-15, 2017-18 and 2018-19.

17.33

18.52

136.76

242.97

Notes :

i) In the matter of Disputed appeal, the amount of interest and penalty wherever not ascertainable the same

has not been disclosed above.

ii) Certain claims / show cause notices disputed have neither been considered as contingent liabilities nor acknowledged as claims, based on internal evaluation of the management.

B) Commitments : a) Capital Commitments :

(H in Crore)

Particulars

As at

As at

31st March, 2022

31st March, 2021

Estimated amount of contract remaining to be executed and not

provided for (net of advance)

93.96

188.95

b) Other Commitments :

i) The Company has imported plant and machinery for their Project under EPCG Scheme for which :

a) Export Obligation though completed but procedural relinquishments are pending of H91.44 Crore before Customs (previous year H204.44 Crore),

b) Export Obligation of H261.48 Crore (previous year H248.16 Crore) is pending against duty saved H43.58 Crore (previous year H40.51 Crore) for which export to be made in Six years.

ii) For lease and derivatives commitments, refer note 39 and 43 respectively.

NOTE : 35 SEGMENT REPORTING

The Company publishes the standalone financial statements of the Company along with the consolidated financial statements. In accordance with Ind AS 108 "Operating Segment" prescribed under Companies (Indian Accounting Standards) Rules 2015, the Company has disclosed the segment information in the consolidated financial statement.

‘Pursuant to the approval of Board of Director in its meeting held on dated May 04,2021 and approval of the shareholders in Extraordinary General Meeting held on dated May 05, 2021, the face value of equity shares H10 per share were subdivided into 10 equity shares having face value of H1 per share. As a result the number of equity shares of the Company has increased from 114,294,886 to 1,142,948,860. Accordingly, the earnings per share has been adjusted for previous year in accordance with the requirement of Indian Accounting Standard (Ind AS) 33 - Earning Per Share.

The names of the related parties and nature of the relationships where control exists are disclosed irrespective of whether or not there have been transactions between the related parties. For others, the names and the nature of relationships is disclosed only when the transactions are entered into by the Company with the related parties during the existence of the related party relationship.

Terms and conditions of transactions with related parties :

a) Outstanding balances of related parties at the year-end are unsecured and settlement occurs in cash. There have been no guarantees provided or received for any related party receivables or payables except for Corporate Guarantees to Joint Venture as mentioned in Note 33).

b) Remuneration does not include Provision for Leave Encashment and Gratuity as it is provided in the books on the basis of actuarial valuation for the Company as a whole and hence individual figures cannot be

identified.

c) Transactions entered into with related parties are made on terms equivalent to those that prevail in arm''s length transactions.

d) All above figures are net of taxes wherever applicable.

NOTE : 38 EMPLOYEE BENEFITS

The Company has made provision in the accounts for Gratuity based on actuarial valuation, The particulars under the Ind AS 19 "Employee Benefits" furnished below are those which are relevant and available to the

Company for the year, b) Defined Benefit Obligations :

The Company has a defined benefit gratuity plan (funded) and is governed by the Payment of Gratuity Act, 1972. Under the Act, which provides a lump sum payment to vested employees at retirement, death, incapacitation or termination of employment, of an amount based on the respective employee''s salary and the tenure of employment, The scheme is funded with Life Insurance Corporation of India (LIC) and SBI Life Insurance Company Limited in form of a qualifying insurance policy for future payment of gratuity to the employees,

Liability in respect of Gratuity is determined based on actuarial valuation done by actuary as at the balance sheet date, Each year, the management reviews the level of funding in the gratuity fund, Such review includes the asset - liability matching strategy, The management decides its contribution based on the results of this review. Current and non current classification has been done based on actuarial valuation

report,

Aforesaid post-employment benefit plans typically expose the Company to actuarial risks such as: investment risk, interest rate risk, longevity risk and salary risk,

Investment Risk

These Plans invest in long term debt instruments such as Government securities and highly rated corporate bonds, The valuation of which is inversely proportionate to the interest rate movements, There is risk of volatility in asset values due to market fluctuations and impairment of assets due to credit

losses,

Interest Risk

The present value of the defined benefit liability is calculated using a discount rate which is determined by reference to market yields at the end of the reporting year on Government securities, A decrease in yields will increase the

fund liabilities and vice-versa,

Longevity Risk

The present value of the defined benefit liability is calculated by reference to the best estimate of the mortality of plan participants both during and after their employment, An increase in the life expectancy of the plan participants

will increase the plan''s liability,

Salary Risk

The present value of the defined benefit liability is calculated by reference to

the future salaries of plan participants, As such, an increase in salary of the plan participants will increase the plan''s liability,

The estimates of future salary increases, considered in actuarial valuation, take account of inflation, seniority, promotion and other relevant factors, such as supply and demand in the employment market.

The overall expected rate of return on assets is determined based on the market prices prevailing on that date, applicable to the year over which the obligation is to be settled. There has been significant change in expected rate of return on assets due to change in the market scenario.

viii. Effect of Plan on Entity''s Future Cash Flows

a) Funding arrangements and Funding Policy

The Company has purchased an insurance policy to provide for payment of gratuity to the employees. Every year, the insurance company carries out a funding valuation based on the latest employee data provided by the Company. Any deficit in the assets arising as a result of such valuation is

funded by the Company.

b) Expected Contribution during the next annual reporting year

The Company''s best estimate of Contribution during the next year is H17.29 Crore (previous year

H18.30 Crore).

c) Maturity Profile of Defined Benefit Obligation

The weighted average duration of the defined benefit plan obligation at the end of the reporting year is 5 years (previous year 6 years). The expected maturity analysis of gratuity benefits is as

follows :

ix. Risk Exposure and Asset Liability Matching

Through its defined benefit plan of Gratuity, the Company is exposed to its number of risks, viz. asset volatility, changes in return on assets, inflation risks and life expectancy. The Company has purchased insurance policy, which is a year-on-year cash accumulation plan in which the interest rate is declared on yearly basis and is guaranteed for a period of one year. The Insurance Company, as part of the policy rules, makes payment of all gratuity outgoes happening during the year (subject to sufficiency of funds under the policy). The policy, thus, mitigates the liquidity risk.

c) Compensated absences/ leaves

Other long term employee benefits comprise of compensated absences/leaves, which are recognized based

on actuarial valuation. The actuarial liability for compensated absences as at the year ended 31st March 2022 is H21.78 Crore (previous year H19.76 Crore).

NOTE : 39 LEASES

i) The Company has elected not to apply the requirements of Ind AS 116 to short term leases of all the assets that

have a lease term of twelve months or less and leases for which the underlying asset is of low value. The lease payments associated with these leases are recognized as an expense on a straight line basis over the lease term. The weighted average incremental borrowing rate applied to lease liabilities is 4.97% (previous year 6.53%).

The Disclosure in respect of the amounts payable to Micro and Small Enterprises have been made in the Financial Statements based on the information received and available with the company. The Company has not received any claim for interest from any supplier as at the balance sheet date. Further in view of the Management, the impact of interest, if any, that may be payable in accordance with the provisions of the Act is not expected to be material. These facts have been relied upon by the auditors.

NOTE : 43 FINANCIAL INSTRUMENTS, FAIR VALUE MEASUREMENTS, FINANCIAL RISK AND CAPITAL MANAGEMENT

A) Financial Assets and Liabilities

The Company''s principal financial assets include loans and trade receivables, investments, cash and cash equivalents and other receivables. The Company''s principal financial liabilities other than derivatives comprise of borrowings, trade and other payables. The main purpose of these financial liabilities is to

finance the Company''s operations and projects.

B) Fair Value Hierarchy

The fair value hierarchy is based on inputs to valuation techniques that are used to measure fair value that

are either observable or unobservable and consists of the following three levels:

Level-1 : Inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities.

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

Level-3 : Inputs are not based on observable market data (unobservable inputs). Fair values are determined in whole or in part using a valuation model based on the assumptions that are neither supported by prices from observable current market transactions in the same instrument nor are they based on available market data.

C) Disclosure of fair value measurement and fair value hierarchy for financial assets and liabilities

The following tables summarizes carrying amounts of financial instruments by their categories and their levels in fair value hierarchy for each year end presented.

Notes :

a) Investment excludes Investment in Subsidiaries and Joint Ventures.

b) Carrying amounts of current financial assets and liabilities as at the end of the each year presented approximate the fair value because of their short term nature. Difference between carrying amounts and fair values of other non-current financial assets and liabilities subsequently measured at amortized

cost is not significant in each of the year presented.

c) Description of Valuation Techniques and inputs used:

- Investments in Unquoted Mutual Funds categorised in Level 2 are valued based on declared NAV.

- Derivative instruments categorised in Level 2 are valued based on observable inputs i.e. the fair value is determined using quoted forward exchange rates and the commodity derivative prices at the reporting date.

- Investment in unquoted preference shares categorised in Level 3 are valued based on Discounted Cash Flow method using weighted average borrowing rate.

- Investments in Unquoted Equity instruments of GAIMFPL categorised in Level 3 are valued based on NAV method using the financial information available.

D) Financial Instruments and Financial Risk Review

The company''s Financial Risk management is an integral part of how to plan and execute its business strategies. The Company''s risk management activities are subject to the management direction and control under the framework of Risk Management Policy as approved by the Board of Directors of the Company. The Management ensures appropriate risk governance framework for the Company through appropriate policies and procedures and that risks are identified, measured and managed in accordance with the Company''s policies and risk objectives.

In the ordinary course of business, the Company is mainly exposed to risks resulting from interest rate movements (Interest rate risk), Commodity price changes (Commodity risk) and exchange rate fluctuation (Currency risk) collectively referred as Market Risk, Credit Risk, Liquidity Risk and other price risks such as equity price risk. The Company''s senior management oversees the management of these risks.

i) Market risk

Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises four types of risk: Commodity risk, interest rate risk, currency risk and price risk.

Commodity risk

The price of agriculture commodities are subject to wide fluctuations due to unpredictable factors such as weather, government policies, change in global demand and global production of similar and competitive crops. During its ordinary course of business, the value of company''s open sale and purchase commitments and inventory of raw material changes continuously in line with movement in the prices of the underlying commodities. To the extent that its open sales and purchase commitments do not match at the end of each business day, the company is subjected to price fluctuations in the commodities market.

While the company is exposed to fluctuations in agricultural commodities prices, its policy is to minimize its risks arising from such fluctuations by hedging its purchases either through direct sale of similar commodity or through futures contracts on the commodity exchanges.

In the course of hedging its purchases either through direct sale or through futures contracts, the company may also be exposed to the inherent risk associated with trading activities conducted by its personnel. The Company has a robust framework and governance mechanism in place to ensure that the organisation is adequately protected from the market volatility in terms of price and availability.

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Company is exposed to changes in interest rates due to its financing, investing and cash management activities. The risks arising from interest rate movements arise from borrowings with variable interest rates. The Company manages its interest rate

risk by having a balanced portfolio of fixed and variable rate loans and borrowings.

The Company''s risk management activities are subject to the management, direction and control of Central Treasury Team under the framework of Risk Management Policy for interest rate risk. The treasury team ensures appropriate financial risk governance framework for the Company through appropriate policies and procedures and that financial risks are identified, measured and mitigated in accordance with the Company''s policies and risk objectives.

Currency risk

The company operates internationally and portion of the business is transacted in several currencies and consequently the company is exposed to foreign exchange risk through its sales and services in overseas and purchases from overseas suppliers in various foreign currencies.

The company evaluates exchange rate exposure arising from foreign currency transactions and company follows established risk management policies including the use of derivatives like foreign exchange forward and options to hedge exposure to foreign currency risks.

The Company''s exposure to price risk in the investment in mutual funds and classified in the balance sheet as fair value through profit or loss. Management monitors the prices closely to mitigate its impact on profit and cash flows. Since these investments are insignificant, the exposure to equity price changes

is minimal,

ii) Credit risk

Credit risk refers to the risk that a counterparty or customer will default on its contractual obligations resulting in a loss to the Company. Financial instruments that are subject to credit risk principally consist of Loans, Trade and Other Receivables, Cash & Cash Equivalents, Investments and Other Financial Assets. The carrying amounts of financial assets represent the maximum credit risk exposure.

Credit risk encompasses both, the direct risk of default and the risk of deterioration of creditworthiness as well as concentration of risks. Credit risk is controlled by analyzing credit limits and creditworthiness of counter parties on continuous basis with appropriate approval mechanism for sanction of credit

limits.

Other Financial Assets

Credit risk from balances with banks, financial institutions and investments is managed by the Company''s treasury team in accordance with the Company''s risk management policy. Cash and cash equivalents and Bank deposits are placed with banks having good reputation, good past track record and high

quality credit rating.

Trade Receivables

Credit risk on receivables is limited as almost majority of credit sales are against security deposits, advances, cheques and guarantees of banks of national standing. Moreover, given the diverse nature of the Company''s businesses trade receivables are spread over a number of customers with no significant concentration of credit risk.

Receivables are deemed to be past due or impaired with reference to the Company''s normal terms and conditions of business. These terms and conditions are determined on a case to case basis with reference to the customer''s credit quality and prevailing market conditions. Receivables that are classified as ''past due'' are those that have not been settled within the terms and conditions that have

been agreed with that customer.

The credit quality of the Company''s customers is monitored on an ongoing basis and assessed for impairment where indicators of such impairment exist. The solvency of the debtor and their ability to

repay the receivable is considered in assessing receivables for impairment. Where receivables have been impaired, the Company actively seeks to recover the amounts in question and enforce compliance with credit terms.

iii) Liquidity Risk

Liquidity risk refers the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities. The Company monitors its risk of shortage of funds using cash flow forecasting models. These models consider the maturity of its financial investments, committed funding and projected cash flows from operations. The Company''s objective is to provide financial

resources to meet its business objectives in a timely, cost effective and reliable manner and to manage its capital structure. A balance between continuity of funding and flexibility is maintained through the

use of various types of borrowings,

E) Capital Management

For the purpose of the Company''s capital management, capital includes issued capital and all other equity reserves attributable to the equity shareholders of the Company. The primary objective of the Company

when managing capital is to safeguard its ability to continue as a going concern and to maintain an optimal capital structure so as to maximize shareholder value, The capital structure of the Company is based on management''s judgment of its strategic and day-to-day needs with a focus on total equity so as to maintain

creditors and market confidence,

‘excluding IPO proceeds which were un-utilised as at March 31, 2022 are temporarily invested in Deposits with scheduled commercial banks and kept in monitoring agency bank account amounting to H2,533.94

Crore (refer note 46)

Management monitors the return on capital, as well as the level of dividends to equity shareholders. In order to achieve this overall objective, the Company''s capital management, amongst other things, aims to ensure that it meets financial covenants attached to the interest-bearing loans and borrowings that define capital structure requirements. Breaches in meeting the financial covenants would permit the bank to immediately call loans and borrowings. There have been no breaches in the financial covenants of any interest bearing loans and borrowings in the current year. No changes were made in the objectives, policies or processes for managing capital during the year ended 31st March, 2022 and 31st March, 2021.

‘Excluding un-utilised IPO proceeds as at March 31, 2022 temporarily invested in Deposits with scheduled commercial banks and kept in current account with scheduled commercial banks and monitoring agency bank account.

NOTE : 46 ISSUE OF SHARES

The Company has completed its initial public offer ("IPO") of 15,67,29,745 equity shares of face value of H1 each at an issue price of H230 per share (including share premium of H229 per share). A discount of H21 per share was offered to eligible employees bidding in the employee''s reservation portion. The issue comprised of fresh issue of 15,67,29,745 equity shares aggregating to H3,600 Crores. The equity shares of the Company were listed on National Stock Exchange of India Limited (NSE) and BSE Limited (BSE) on February 08, 2022.

The total IPO expenses incurred H92.87 Crore (including provision) (excluding taxes) has been adjusted against securities premium.

a) Details of Loans given, Investments made and Guarantee given covered u/s 186 (4) of the Companies Act, 2013 are given under respective heads (refer notes 4, 12, 33 and 37). The Company has not provided any security covered under Section 186 and accordingly, the disclosure requirements to that extent does not

apply to the Company.

b) No funds have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the company to or in any other persons or entities, including foreign entities ("Intermediaries”) with the understanding, whether recorded in writing or otherwise, that the Intermediary shall directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever (Ultimate beneficiaries) by or on behalf of the company or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

No funds have been received by the Company from any persons or entities, including foreign entities ("Funding Parties”), with the understanding, whether recorded in writing or otherwise, that the Company shall directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever ("Ultimate Beneficiaries”) by or on behalf of the Funding Parties or provide any guarantee, security or the like from or on behalf of the Ultimate Beneficiaries.

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

d) In compliance with Ministry of Corporate Affairs notification w.r.t. to amendment in Schedule III to the Companies Act, 2013 effective from April 01, 2021, figures of comparative previous periods have been

regrouped/reclassified wherever necessary.

e) Recent pronouncements :

Ministry of Corporate Affairs ("MCA”) notifies new standard or amendments to the existing standards under Companies (Indian Accounting Standards) Rules as issued from time to time. On March 23, 2022, MCA amended the Companies (Indian Accounting Standards) Amendment Rules, 2022, applicable from April 1st, 2022, as below:

The amendment in Ind AS 16 - Proceeds before intended use mainly prohibit an entity to deduct amounts received from selling items produced from the cost of property, plant and equipment while the company is preparing the asset for its intended use. Instead, an entity will recognise such sales proceeds and related

cost in profit or loss.

The amendment in Ind AS 37 - Onerous Contracts, Costs of Fulfilling a Contract specify that the ''cost of fulfilling'' a contract comprises the ''costs that relate directly to the contract''.

The amendment in Ind AS 103 - Reference to Conceptual Framework specify that to qualify for recognition as part of applying the acquisition method, the identifiable assets acquired and liabilities assumed must meet the definitions of assets and liabilities in the Conceptual Framework for Financial Reporting under Indian Accounting Standards (Conceptual Framework) issued by the Institute of Chartered Accountants of India at the acquisition date. These changes do not significantly change the requirements of Ind AS 103.

The amendment in Ind AS 106 - Annual Improvements to remove the illustration of the reimbursement of leasehold improvements by the lessor in order to resolve any potential confusion regarding the treatment of lease incentives that might arise because of how lease incentives were described in that illustration.

The amendment in Ind AS 109 - Annual Improvements clarifies which fees an entity includes when it applies the ''10 percent'' test of Ind AS 109 in assessing whether to derecognise a financial liability.

The Company is in process of evaluation of the amendments as required by law.

NOTE : 48 EVENT OCCURRING AFTER THE BALANCE SHEET DATE

The Company evaluates events and transactions that occur subsequent to the balance sheet date but prior to approval of the financial statements to determine the necessity for recognition and/or reporting of any of these events and transactions in the financial statements. As of date, there are no subsequent events to be

recognized or reported that are not already disclosed.

NOTE : 49 APPROVAL OF FINANCIAL STATEMENTS

The financial statements of the Company for the year ended 31st March, 2022 have been reviewed by the audit

committee and approved by the Board of Directors in its meeting held on 2nd May, 2022.

Disclaimer: This is 3rd Party content/feed, viewers are requested to use their discretion and conduct proper diligence before investing, GoodReturns does not take any liability on the genuineness and correctness of the information in this article

Notifications
Settings
Clear Notifications
Notifications
Use the toggle to switch on notifications
  • Block for 8 hours
  • Block for 12 hours
  • Block for 24 hours
  • Don't block
Gender
Select your Gender
  • Male
  • Female
  • Others
Age
Select your Age Range
  • Under 18
  • 18 to 25
  • 26 to 35
  • 36 to 45
  • 45 to 55
  • 55+