Dilip Buildcon Ltd. के अकाउंट के लिये नोट

Mar 31, 2025

^A Debenture Redemption Reserve: Previously the Company had issued redeemable non-convertible debentures and created DRR out of the profits of the Company in terms of the Companies (Share capital and Debenture) Rules, 2014 (as amended). The Company was required to maintain a DRR of 25% of the value of debentures issued, either by a public issue or on a private placement basis. The amounts credited to the DRR is not to be utilised by the

Company except to redeem debentures. During the previous year ended 31 March 2024 The Company had redeemed the total debentures and reversed the debenture redemption reserve by transferring the balance to retained earnings.

**Money received against convertible share warrant:- During the previous year, the Company had issued 1,62,29,862 convertible share warrants at the price of H 328.05 per share warrant as determined by the Board in accordance with the pricing guidelines prescribed under Regulation 164(1) of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018 ("ICDR Regulations") by way of private placement to four investors for a total consideration of H 53,242.06 lakhs.

The terms of the allotment as are follows:

1. The warrant holders shall, subject to the ICDR regulations and other applicable rules, regulations and laws, be entitled to exercise the warrants in one or more tranches within a period of 18 (Eighteen) months from the date of allotment of the warrants by issuing a written notice to the company specifying the number of warrants proposed to be exercised. The company shall accordingly issue and allot the corresponding number of equity shares of face value of H 10/- each to the warrant holders.

2. An amount equivalent to 25% of the warrant Issue price shall be payable at the time of subscription and the balance 75% shall be payable by the warrant holder(s) on the exercise of the conversion of warrant(s) into equity shares. The warrant holders have paid H 13,311.73 lakhs, equivalent to 25.0023% of the warrant issue price as on March 31,2025

3. In the event that, warrant holder(s) does not exercise the warrants within a period of 18 (Eighteen) months from the date of allotment of such warrants, the unexercised warrants shall lapse and the amount paid by the warrant holders on such warrants shall stand forfeited by company.

4. The price determined above and the number of equity shares to be allotted on exercise of the warrants shall be subject to appropriate adjustments as permitted under the rules, regulations and laws, as applicable from time to time.

5. Apart from the said right of adjustment mentioned above, the warrants by themselves, until exercise of the conversion option and allotment of equity shares, do not give the warrant holder thereof any rights akin to that of shareholder(s) of the company.

6. The company shall procure the listing and trading approvals for the equity shares to be issued and allotted to the warrant holders upon exercise of the warrants from the stock exchanges in accordance with the listing regulations and all other applicable laws, rules and regulations.

7. The equity shares so allotted on exercise of the warrants shall be in dematerialized form and shall be subject to the provisions of the memorandum and articles of association of the company and shall rank pari-passu in all respects including dividend, with the then existing equity shares of the company.

8. The warrants and equity shares issued pursuant to the exercise of the warrants shall be locked- in as prescribed under the ICDR regulations from time to time.

12.1 There is no debt securities measured at FVTPL or designated at FVTPL

12.2 Details of terms of repayment and securities provided in respect of secured loans are as under:

1) Non-Current borrowings a) Term Loan from Banks

- The securities provided for the term loan from banks amounting to J 8,973.06 lakhs (P.Y. J 3,812.31 lakhs) are as follows:

i. Personal guarantee of Mr. Dilip Suryavanshi, the Chairman & Managing Director of the Company.

ii. The loans are secured by way of hypothecation of the respective vehicles/construction equipments/aircraft/other financed assets.

- The above loans carry interest rates ranging from 7.50% to 12.00%. The loans are repayable in monthly installments along with interest.

b) Loan from financial institutions

- The securities provided for the term loan from financial institutions amounting to J 7,955.67 lakhs (P.Y. J 11,997.20 lakhs) are as follows:

i. Personal guarantee of Mr. Dilip Suryavanshi, the Chairman and Managing Director of the Company.

ii. The loans are secured by way of hypothecation of the respective vehicles/construction equipments/other financed assets.

- The securities provided for the Term loan from financial institutions amounting to J NIL lakhs (P.Y. J 1,138.51 lakhs ) is as follows:

i. Pledge of 16,00,000 equity shares of the company in previous year which was held by Mr. Dilip Suryavanshi, the Chairman and Managing Director of the Company and Mr. Devendra Jain, the Managing Director CEO of the company.

ii. Personal guarantee of Mr. Dilip Suryavanshi, the Chairman and Managing Director of the Company and Mr. Devendra Jain, the Managing Director and CEO of the Company as given in the previous year.

- The above loans carry interest rates ranging from 8.00% to 12.50%. The loans are repayable in monthly installments along with interest.

2) Current borrowings

a) Loans payable on demand from Banks

i. Hypothecation of unencumbered plant and machinery and equipments

ii. Pledge of fixed deposit receipts standing in the name of the Company. (other than FDR kept as margin money for availing non fund based facilities)

iii. Pledge of 1,25,00,000 equity shares (P.Y. 1,25,00,000 equity shares) of Dilip Buildcon Limited held by Mr. Dilip Suryavanshi, the Chairman & Managing Director of the Company and Mr. Devendra Jain, the CEO & Managing Director of the Company.

iv. Pari Passu charge of all lender banks by of hypothecation of stock of Material, Stock-in-process i.e. Cement, Steel, Steel Pipes, Gitty, Murram, Boulders, Diesel, Bituminous, Oil Grease etc. used in construction works at various sites of the company, work in progress, completed projects along with book-debts and the government receivables there against.

v. Personal guarantee of Mr. Dilip Suryavanshi, the Chairman & Managing Director of the company, Mrs. Seema Suryavanshi, relative of the Chairman & Managing Director of the Company, Mr. Devendra Jain, the CEO & Managing Director of the Company and Mrs. Preeti Jain, relative of the CEO & Managing Director of the Company.

vi. Guarantee of the firm M/s B. S. Associates

vii. The collateral securities provided for the above loans are as follows:

Pari passi charge of all lender banks by way of extension of equitable mortgage of the following Immovable properties:

1) Vacant plot khasra No. 9/1/2/1/4 situated at vill. Banjari, Kolar Road, Bhopal standing in the name of, Mr. Dilip Suryavanshi, the Chairman & Managing Director of the Company.

2) Vacant plot at Khasra No. 83/2/1, P.H.No.35; R.N.M. - 4, vill. Chhapri, Ratibad Bhopal, standing in the name of, Mrs. Seema Suryavanshi, the relative of the Chairman & Managing Director of the Company.

3) Plot at khasra No. 235 (Old 85,86/1,87/23) ; Patwari Halka No. 35, Vill. Chhapri, Ratibad Tehsil- Huzur; Dist. Bhopal, standing in the name of, Mr. Dilip Suryavanshi, the Chairman & Managing Director of the Company and Mrs. Seema Suryavanshi, the relative of the Chairman & Managing Director of the company.

4) Diverted land at khasra No 56ja (Old khasra No. 56) at Village Sevania Gond PH No. 40, Vikas Khand - Phanda, Tehsil Huzur, Dist. Bhopal, standing in the name of, Mr. Dilip Suryavanshi, the Chairman & Managing Director of the Company.

5) Diverted land at khasra No 56jha (Old khasra No. 56) at Village Sevania Gond PH No. 40, Vikas Khand - Phanda, Tehsil Huzur, Dist. Bhopal, standing in the name of, Mrs. Seema Suryavanshi, the relative of the Chairman and Managing Director of the Company.

6) Diverted land at survey No. 9/1/2/1/5, Gram Banjari, Near Ganpati Enclave, Ph no. 39, Kolar Road, Tehsil Huzur, Bhopal standing in the name of relative of, Mr.Dilip Suryavanshi, the Chairman & Managing Director of the Company.

7) Land at part khasra No. 315/2, Patwari Halka No. 35 R N M - 4, Gram Chhapri (Ratlam) Vikas KhandFanda, Tehsil Huzur, Bhopal. Standing in the name of, Mr. Dilip Suryavanshi, the Chairman & Managing Director of the Company and Mrs. Seema Suryavanshi, the relative of the Chairman & Managing Director of the Company.

8) Immovable property at khasra no. 51/1/2/1, 51/1/2/2, 51/1/2/3, 51/1/2/4, behind Halalpura Bus Stand, Bhopal standing in the name of B. S. Associates (partnership firm).

9) House on plot No C/2, C/3A, C/14, C/15, Falaudi Colony, New Ward No 15, near Swami Vivekanand Public School, Rajgarh standing in the name of, Mrs. Preeti Jain, relative of the CEO & Managing Director of the Company .

The Company maintains policies and procedures to value financial assets or financial liabilities using the best and most relevant data available. In addition, the company internally reviews valuations, including independent price validation for certain instruments. Further, in other instances, Company retains independent pricing vendors to assist in corroborating the valuations of certain instruments.

The fair value of the financial assets and liabilities are included at the amount at which the instrument that would be received to sell an asset or paid to transfer liability in an orderly transaction between market participants at the measurement date.

The following methods and assumptions were used to estimate the fair values:

* The Company has not disclosed the fair values of trade payables, trade receivables, other bank balances and cash and cash equivalents because their carrying amounts are reasonable approximations of fair value.

Fair value of security deposits have been estimated using a discounted cash flow model. The valuation requires management to make certain assumptions about interest rates, maturity period, credit risk, forecasted cash flows.

Long-term fixed-rate and variable-rate receivables/borrowings are evaluated by the Company based on parameters such as interest rates, individual creditworthiness of the customer and the risk characteristics of the financed project. Based on this evaluation, allowances are taken into account for the expected credit losses of these receivables. As of reporting date the carrying amounts of such receivables, net of allowances are not materially different from their calculated fair values.

Carrying value of loans from banks, other non current borrowings and other financial liabilities is estimated by discounting future cash flows using rates currently available for debt on similar terms, credit risk and remaining maturities. The own non- performance risk as at reporting date was assessed to be insignificant.

Fair value hierarchy

The following table provides the fair value measurement hierarchy of the Company''s assets and liabilities grouped into Level 1 to Level 3 as described in significant accounting policies - Note 1. Further table describes the valuation techniques used, key inputs to valuations and quantitative information about significant unobservable inputs for fair value measurements.

Note 32: Employee Benefits :

i Defined Contribution Plans:

a) Amount of H 3,433.40 lakhs (P.Y. H 3,953.08 lakhs) is recognised as an expense and included in "Employees benefits expense" (Note 22) in the Profit and Loss Statement.

b) The expenses for leave entitlement recognised in the Profit and Loss Statement is H 441.40 lakhs (P.Y. H 518.96 lakhs) and is included under ''Employee''s welfare and Other amenities'' in "Employee benefits expenses" (Note 22) in the Profit and Loss Statement.

Basis used to determine the overall expected return:

The net interest approach effectively assumes an expected rate of return on plan assets equal to the beginning of the year Discount Rate. Expected return of 6.60% (P.Y. 7.20%) has been used for the valuation purpose.

h) Principal actuarial assumptions at the balance sheet date (expressed as weighted averages)

i) Discount rate as at 31-03-2025 - 6.60%

ii) Expected return on plan assets as at 31-03-2025: 6.60%

iii) Salary growth rate : For Gratuity Scheme - 8.00%

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

j) General descriptions of defined plans:

1 Gratuity Plan:

The Company operates a gratuity plan wherein every employee is entitled to the benefit equivalent to fifteen days salary last drawn for each completed year of service. The same is payable on termination of service or retirement whichever is earlier. The benefit vests after five years of continuous service.

k) The Company''s expected contribution towards its gratuity plan in the year 2025-26 will be of H 875.00 lakhs.

Note 33: Financial risk management policy and objectives

The key objective of the Company''s capital management is to ensure that it maintains a stable capital structure with the focus on total equity to uphold investor, creditor, and customer confidence and to ensure future development of its business. The Company is focused on maintaining a strong equity base to ensure independence, security, as well as financial flexibility for potential future borrowings, if required without impacting the risk profile of the Company.

The Company''s principal financial liabilities, comprise borrowings from banks, trade payables and security deposits ( in the form of amount withheld from contractors) . The main purpose of these financial liabilities is to finance Company''s operations (short term). Company''s principal financial assets include investments, security deposit, trade and other receivables, deposits with banks and cash and cash equivalents, that derive directly from its operations.

The Company is exposed to market risk, credit risk and liquidity risk.

i) Market risk

Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises three types of risk interest rate risk, currency risk and other price risk such as equity price risk and commodity risk. Financial instruments affected by market risk include borrowings, trade and other payables, security deposit, trade and other receivables, deposits with banks.

The sensitivity analysis in the following sections relate to the position as at 31 March 2025 and 31 March 2024. The sensitivity of the relevant income statement item is the effect of the assumed changes in respective market risks. The sensitivity analysis have been prepared on the basis that the amount of net debt and the ratio of fixed to floating interest rates of the debt are constant at 31 March 2025.

a) Foreign Currency Risk

Foreign currency risk is the risk that the Fair Value or Future Cash Flows of an exposure will fluctuate because of changes in foreign currency rates. Exposures can arise on account of the various assets and liabilities which are denominated in currencies other than Indian Rupee.

ii) Credit risk

a) Credit risk on trade receivables and unbilled work-in-progress is limited as the customers of the Company mainly consists of the government promoted entities having a strong credit worthiness. For other customers, the Company uses a provision matrix to compute the expected credit loss allowance for trade receivables and unbilled work-in-progress. The provision matrix takes into account available external and internal credit risk factors such as credit ratings from credit rating agencies, financial condition, ageing of accounts receivable and the Company''s historical experience for customers.

b) Financial instruments and cash deposits

Credit risk from balances with banks and financial institutions is managed by the Company in accordance with the Company''s policy. Investments of surplus funds are made only with approved counterparties and within credit limits assigned to each counterparty. The Company monitors rating, credit spreads and financial strength of its counter parties. The Company monitors ratings, credit spread and financial strength of its counter parties. Based on ongoing assessment company adjust it''s exposure to various counterparties. The Company''s maximum exposure to credit risk for the components of balance sheet is the carrying amount as disclosed in Note 8.

iii) Liquidity risk

Liquidity risk is the risk that the Company may not be able to meet its present and future cash flow and collateral obligations without incurring unacceptable losses. The Company''s objective is to, at all time maintain optimum levels of liquidity to meet its cash and collateral requirements. The Company closely monitors its liquidity position and deploys a robust cash management system. It maintains adequate sources of financing at optimised cost.

Note 34: Capital management

For the purpose of the Company''s capital management, capital includes issued equity capital, share premium and all other equity reserves. The primary objective of the Company''s capital management is to maximise the shareholder value.

The Company manages its capital structure and makes adjustments in light of changes in economic conditions and the requirements of the financial covenants. To maintain or adjust the capital structure, the Company may adjust the dividend payment to shareholders, return capital to shareholders or issue new shares. Company monitors capital using a gearing ratio, which is net debt divided by total capital plus net debt. The Company includes within net debt, interest bearing loans and borrowings, trade and other payables, less cash and cash equivalents, excluding discontinued operations.

e. The Company does not face a significant liquidity risk with regard to its lease liabilities as the current assets are sufficient to meet the obligations related to lease liabilities as and when they fall due.

f. Rental expense recorded for short-term leases was H 2,648.12 lakhs (P.Y. H 3,176.13 lakhs) for the year ended 31 March, 2025 as shown in Note 20.

Note 37: There are no amounts due and outstanding to be credited to Investor Education and Protection Fund as at 31 March 2025.

Note 38: Segments have been identified in accordance with Indian Accounting Standards (Ind AS) 108 on Operating Segments considering the risk or return profiles of the business. As required under Ind AS 108, the Chief Operating Decision Maker (CODM) evaluates the performance and allocates resources based on analysis of various performance indicators. Accordingly, information has been presented for the Group''s operating segments and the Company has identified business segment as primary segment. The reportable segment is Construction and Engineering Contracts and the business of Construction and Development of Real Estate is at a nascent stage and no actual operations have commenced.

Note 39: Royalty on use of construction material is determined by the concerned authorities and the amount of Royalty payable as at year end has not been ascertained in absence of necessary confirmation from the said authorities and the management does not consider the same to be substantial and material.

Note 40: The Company along with its wholly owned subsidiary company "DBL Infra Assets Private Limited" ("DIAPL") had executed a non-binding term sheet, with "Shrem lnvlT" (an infrastructure investment trust, registered under Indian Trust Act 1882 with Securities and Exchange Board of India) on 21 January 2022, for transferring their investment in equity share capital and promoter''s unsecured loan in respect of 10 subsidiary companies (Hybrid Annuity Model ("HAM") projects) at expected consideration of H 2,34,900.00 lakhs. Equity transfer to Shrem lnvlT shall be completed in a progressive manner after the completion of the projects, subject to receipt of approvals from the respective project lenders and National Highways Authority of India. The consideration will be received in form of units of the InvIT/cash in form of bank transfer.

During the year ended 31 March 2024 in the books of Dilip Buildcon Limited, remaining 51% stake of investment in DBL Chandrakhole Bhadrak Highways Limited, DBL Bangalore-Nidagatta highway private limited, DBL Nidagatta-Mysore Highway Private limited and

30% stake of investment in DBL Rewa Siddhi Highways Private Limited was transferred to Shrem InvIT. against its aggregate value of H 20,983.06 lakhs were received as a consideration towards sale of equity shares.

During the year ended 31 March 2025, the company divested its 51% equity stake in the HAM project, DBL Pathrapalli-Katghora Highways Limited, for an aggregate consideration of H 3,752.00 lakhs. with this the divestment of 100% equity in 10 HAM Asset to Shrem InvIT is completed.

The Company has earned profit of H 1,931.80 lakhs ( P.Y. loss of H 6,502.25 Lakhs) during the financial year ended 31 March 2025. which is disclosed as a part of an ''exceptional item'' in the Statement of Profit and Loss.

Note 41 : As per Rule 18(7) of the Companies (Share Capital and Debentures ) Rules, 2014, the Company had to create a Debenture Redemption Reserve for the purpose of redemption of debentures at the rate of 25% of the value of the outstanding debentures.

During the year ended 31 March 2024, the Company has redeemed 8.75% 500 Non Convertible Debentures of H 10 Lakhs each and 8.67% 500 Non Convertible Debentures of H 10 Lakhs each, aggregating to H 10,000 lakhs.

During the year ended 31 March 2024, Debenture having value of H 10,000 Lakhs has been redeemed and Debenture Redemption Reserve amount of H15,000 Lakhs has been transferred from ''''Debenture Redemption Reserve” to "Retained Earnings".

Note 42 : The Company along with its wholly owned subsidiaries company had executed a non-binding term sheet, with "Alpha Alternatives Holdings Private Limited and its associates" on 01 Nov-2023, for transferring their investment (Equity share capital/ unsecured loan/Non convertible Debenture) in respect of 18 wholly owned subsidiary companies (Hybrid Annuity Model ("HAM") projects) at expected consideration of H 1,55,000 lakhs. Investments transfer to Alpha group shall be completed in a progressive manner after the completion of the projects, subject to receipt of approvals from the respective project lenders and National Highways Authority of India. The consideration will be received in form of bank transfer

During the year ended 31 March 2024 in the books of Dilip Buildcon Limited, 26% stake of Dodaballapur-Hoskote Highway Private Limited ("DHHPL"), Repellewada Highway Private Limited ("RHPL") and Dhrol-Bhadra Highways Limited was transferred to Alpha alternative group and H 13,016.68 lakhs were received as a consideration towards sale of investments.

During the year ended 31 March 2025, the Company divested its 26% equity stake in four HAM projects-Viluppuram Highways Ltd, Bangalore Malur Highways Limited, Malur Bangarpet Highways Limited and Narenpur Purnea Highways Ltd & divested 24.99% equity stake in Poondiyankuppam Highways Ltd to the Alpha Group, for a cash consideration of H 22,691.84 lakhs.

The Company has earned profit of H 14,741.66 lakhs (P.Y. H 7,339.06 lakhs) on all these transactions and disclosed as a part of ''exceptional item'' in the statement of Profit and Loss.

Note 43 : During the year ended 31 March 2024, the Company sold 63,32,000 units of Shrem InvIT for a cash consideration of H 7,099.06 lakhs, resulting in a profit of H 43.46 lakhs. This profit is disclosed as a part of an ''exceptional item'' in the Statement of Profit and Loss.

During the year ended 31 March 2025, the company sold 1,27,15,000 units of investment in Shrem InvIT for a cash consideration of H 13,649.50 lakhs. The Company earned a profit of H 2,091.77 lakhs, which is disclosed as a part of an ''exceptional item'' in the Statement of Profit and Loss.

Note 44 : During the year ended 31 March 2024, the Company received approval from the relevant authority for the claim made under ''change in law'' regarding Goods and Service Tax in relation to three HAM projects, amounting to H 20,847.00 lakhs. This amount will be received along with the annuity by the respective SPVs. However, these three HAM projects were sold to Shrem InvIT in an earlier year, and this claim was accounted for as ''deferred consideration,'' to be received by the Company once the claim is approved.

As per the valuation matrix agreed with Shrem InvIT , DBL to receive the net present value of the claim upfront. The net present value against deferred consideration, H 6,424.00 lakhs received during the financial year ended 31 March 2024 & H 891.62 lakhs during the financial year ended 31 March 2025 which was disclosed as an ''exceptional item'' in the Statement of Profit and Loss.

Note 45: During the financial year ended 31 March 2025 the Company has invested H 14,920.00 Lakhs in unit of Alpha Alternatives Infrastructure fund and 1,49,19,254 unit alloted on 31 March 2025 and these are at fair value.

Note 46: The Board of Directors has recommended a dividend of H 1 per fully paid up equity share of H 10 each for the financial year ended 31 March 2025. This payment of dividend is subject to approval of shareholders of the Company at ensuing Annual General Meeting of the Company.

The Board of Directors had recommended a dividend of H 1 per fully paid-up equity share of H 10 each for the financial year ended 31 March 2024. The dividend was subsequently approved by the shareholders at the Annual General Meeting & paid during the financial year ending 31 March 2025.

Note 49 : Disclosure as per Ind AS 115 - Revenue from Contract with Customers

(a) Contract with Customers

The Company has recognised H 8,76,522.47 lakhs (P.Y. H 10,34,847.41 lakhs) as revenue from Contracts with customers during the year.

(b) Disaggregation of Revenue

Segments have been identified in accordance with Indian Accounting Standards (Ind AS) 108 on Operating Segments considering the risk or return profiles of the business. As required under Ind AS 108, the Chief Operating Decision Maker (CODM) evaluates the performance and allocates resources based on analysis of various performance indicators. Accordingly, information has been presented for the Group''s operating segments and the Company has identified the business segment as the primary segment. The reportable segment is Construction and Engineering Contracts and the business of Construction and Development of Real Estate is at a nascent stage and no actual operations have commenced.

Therefore the Company has identified the reportable segment as ''Construction and Engineering Contracts'' and it believes that this identification best depicts show the nature, amount, timing and uncertainty of our revenues and cash flows are affected by industry, market and other economic factors.

Revenue for construction contracts is recognised in profit or loss in proportion to the stage of completion of the contract. The stage of completion is assessed by reference to surveys of work performed. Otherwise, contract revenue is recognised only to the extent of contract costs incurred that are likely to be recoverable. Revenue in excess of billings is recognised as Unbilled revenue and is classified as Financial Asset for these cases as right to consideration is unconditional upon passage of time.

During the year ended March 31, 2025, H 1,25,395.54 lakhs (P.Y. H 1,26,509.45 lakhs) of opening unbilled revenue has been either reclassified to Trade Receivables upon billing to customers on completion of milestone or has been part of closing unbilled revenue.

Changes in Contract Assets and Contract Liabilities are on account of transactions undertaken in the normal course of business. (d) Performance Obligations

The Company has applied the practical expedient as provided in Ind AS 115 and excluded the disclosure relating to remaining performance obligation for:

(i) Contracts where the original expected duration is one year or less

(ii) Contracts where the revenue recognized corresponds directly with the value to the customer of the entity''s performance completed to date. Typically this involves those contracts where invoicing is on time and material basis.

Remaining performance obligation estimates are subject to change and are affected by several factors such as terminations, changes in the scope of contracts, periodic revalidations of estimates and other macro economic factors.

The aggregate amount of transaction price allocated to the performance obligations that are unsatisfied (or partially unsatisfied) as at March 31, 2025, after considering the practical expedient mentioned above is H 14,92,270.00 lakhs (P.Y. H 17,43,161.20 lakhs) out of which 60% is expected to be recognised as revenue within the next one year and the balance thereafter.

Note 50 : Additional disclosures as per Schedule III of the Companies Act 2013

(i) During the financial years ended 31 March 2025, the Company has granted loans to the related parties (wholly owned subsidiaries as defined under the Companies Act, 2013), which is repayable on demand.

(ii) There is no benami property held by the Company and no proceedings have been initiated or pending against the Company for holding any benami property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and rules made thereunder.

(iii) The Company has not entered in to any transactions during the year with the companies struck off under section 248 of Companies Act, 2013 or section 560 of Companies Act, 1956.

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

(v) Utilisation of Borrowed funds and share premium:

A) The Company has not advanced or loaned or invested funds (either borrowed funds or share premium or any other sources or kind of funds) to any other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding (whether recorded in writing or otherwise) that the Intermediary shall -

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

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

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

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

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

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

(vii) There are no transactions which have not been recorded in the books of accounts and have been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961. Also, there are no previously unrecorded income and related assets.

Note 52 : Figures relating to previous years have been regrouped / rearranged, wherever necessary, to conform to current period presentation.

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Mar 31, 2024

1.15 Provisions and Contingencies

Provisions involving substantial degree of estimation in measurement are recognized when there is a present obligation as a result of past events, it is probable that there will be an outflow of resources and a reliable estimate can be made of the amount of the obligation. These are reviewed at each balance sheet date and adjusted to reflect the current best estimate. Contingent liabilities are not provided for and are disclosed by way of notes unless the possibility of outflow of resources embodying economic benefits is remote

If the effect of the time value of money is material, provisions are discounted using a current pre-tax rate that reflects, when appropriate, the risks specific to the liability. When discounting is used, the increase in the provision due to the passage of time is recognised as a finance cost in the statement of profit and loss.

Contingent liability is disclosed in case of:

(i) a present obligation arising from past events, when it is not probable that an outflow of resources will be required to settle the obligation; and

(ii) a present obligation arising from past events, when no reliable estimate is possible.

Contingent assets are not recognised in financial statements, however are disclosed, where inflow of economic benefits is probable.

Provisions, contingent liabilities and contingent assets are reviewed at each balance sheet date.

1.16 Revenue recognition

Revenue from contracts with customers is recognised when a performance obligation is satisfied by transfer of promised goods or services to a customer.

For performance obligation satisfied over time, the revenue recognition is done by measuring the progress towards complete satisfaction of performance obligation. The progress is measured in terms of a proportion of actual cost incurred to-date, to the total estimated cost attributable to the performance obligation.

The Company transfers control of a good or service over time and therefore satisfies a performance obligation and recognises revenue over a period of time if one of the following criteria is met:

(a) the customer simultaneously consumes the benefit of the Company''s performance or

(b) the customer controls the asset as it is being created/ enhanced by the Company''s performance or

(c) there is no alternative use of the asset and the Company has either explicit or implicit right of payment considering legal precedents.

In all other cases, performance obligation is considered as satisfied at a point in time.

The revenue is recognised to the extent of transaction price (net of variable consideration) allocated to the performance obligation satisfied. Transaction price is the amount of consideration to which the Company expects to be entitled in exchange for transferring goods or services to a customer excluding amounts collected on behalf of a third party. Payment terms agreed with a customer are as per business practice and the financing component, if significant, is separated from the transaction price and accounted as interest income.

Costs to obtain a contract which are incurred regardless of whether the contract was obtained are charged-off in profit or loss immediately in the period in which such costs are incurred. Incremental costs of obtaining a contract, if any, and costs incurred to fulfil a contract are amortised over the period of execution of the contract in proportion to the progress measured in terms of a proportion of actual cost incurred to-date, to the total estimated cost attributable to the performance obligation.

Significant judgments are used in:

a. Determining the revenue to be recognised in case of performance obligation satisfied over a period of time; revenue recognition is done by measuring the progress towards complete satisfaction of performance obligation.

b. Determining the expected losses, which are recognised in the period in which such losses become probable based on the expected total contract cost as at the reporting date.

c. Determining the method to be applied to arrive at the variable consideration requiring an adjustment to the transaction price.

(i) Revenue from Operations:

A) Revenue from construction/project related activity is recognised as follows:

(a) Cost plus contracts: Revenue from cost plus contracts is recognised over time and is determined with reference to the extent performance obligations have been satisfied. The amount of transaction price allocated to the performance obligations satisfied represents the recoverable costs incurred during the period plus the margin as agreed with the customer.

(b) Fixed price contracts: Contract revenue is recognised over time to the extent of performance obligation satisfied and control is transferred to the customer. Contract revenue is recognised at allocable transaction price which represents the cost of work performed on the contract plus proportionate margin, using the percentage of completion method. Percentage of completion is the proportion of cost of work performed to-date, to the total estimated contract costs.

B) Revenue from rendering of services is recognised over time as the customer receives the benefit of the Company''s performance and the Company has an enforceable right to payment for services transferred.

Unbilled revenue represents value of services performed in accordance with the contract terms but not billed.

C) Other operational revenue represents income earned from the activities incidental to the business and is recognised when the performance obligation is satisfied and right to receive the income is established as per the terms of the contract.

(ii) Other Income:

Interest income on investments and loans is accrued on a time basis by reference to the principal outstanding and the effective interest rate including interest on investments classified as fair value through profit or loss or fair value through other comprehensive income.

Dividend income is accounted in the period in which the right to receive the same is established.

Other items of income are accounted as and when the right to receive such income arises and it is probable that the economic benefits will flow to the Company and the amount of income can be measured reliably.

1.17 Borrowing Cost

Borrowing costs are interest and other costs (including exchange differences relating to foreign currency borrowings to the extent that they are regarded as an adjustment to interest costs) incurred in connection with the borrowing of funds. Borrowing costs directly attributable to acquisition or construction of an asset which necessarily take a substantial period of time to get ready for their intended use are capitalised as part of the cost of that asset. Other borrowing costs are recognised as an expense in the period in which they are incurred.

1.18 Earnings per equity share

Basic earnings per equity share is computed by dividing the net profit or loss attributable to the equity holders of the company by the weighted average number of equity shares outstanding during the period. Diluted earnings per equity share is computed by dividing the net profit or loss attributable to the equity holders of the company by the weighted average number of equity shares considered for deriving basic earnings per equity share and also the weighted average number of equity shares that could have been issued upon conversion of all dilutive potential equity shares. The dilutive potential equity shares are adjusted for the proceeds receivable had the equity shares been actually issued at fair value (i.e. the average market value of the outstanding equity shares). Dilutive potential equity shares are deemed to have been converted as of the beginning of the period, unless issued at a later date. Dilutive potential equity shares are determined independently for each period .

1.19 Statement of Cash Flow

The cash flows from operating, investing and financing activities of the Company are segregated. Cash flows from operating activities are reported using the indirect method, whereby profit for the period is adjusted for the effects of transactions of a non-cash nature, any deferrals or accruals of past or future operating cash receipts or payments and item of income or expenses associated with investing or financing cash flows.

1.20 Employee Benefits

Short Term Employment benefits

AH employee benefits payable wholly within twelve months of rendering the service are classified as shortterm employee benefits. Benefits such as salaries, wages etc. and the expected cost of ex-gratia are recognized in the period in which the employee renders the related service. A liability is recognised for the amount expected to be paid if the Company has a present legal or constructive obligation to pay this amount as a result of past service provided by the employee and the obligation can be estimated reliably.

Post Employment Employee Benefits

Retirement benefits to employees comprise payments to government provident funds, gratuity fund and Employees State Insurance.

Defined Contribution Plans

The Company''s contribution to defined contributions plans

such as Provident Fund, Employee State Insurance are recognised in the Statement of Profit and Loss in the year when the contributions to the respective funds are due. There are no other obligations other than the contribution payable to the respective Funds.

Defined Benefit Plans

Gratuity liability is defined benefit obligation. The

Company''s net obligation in respect of the gratuity benefit scheme is calculated by estimating the amount of future benefit that employees have earned in return for their service in the current and prior periods; that benefit is discounted to determine its present value.

The present value of the obligation under such defined benefit plan is determined based on actuarial valuation by an independent actuary, using the projected unit credit method, which recognizes each period of service as giving rise to additional unit of employee benefit entitlement and measures each unit separately to build up the final obligation.

The obligation is measured at the present value of the estimated future cash flows. The discount rates used for determining the present value of the obligation under defined benefit plan, are based on the market yields on Government securities as at the Balance Sheet date.

Remeasurement of the net defined benefit liability, which comprise actuarial gains and losses, the return on plan assets (excluding interest) and the effect of the asset ceiling (if any, excluding interest), are recognised immediately in Other Comprehensive Income. The same is not eligible to be reclassified to profit or loss. Net interest expense (income) on the net defined liability (assets) is computed by applying the discount rate, used to measure the net defined liability (asset), to the net defined liability (asset) at the start of the financial year after taking into account any changes as a result of contribution and benefit payments during the

year. Net interest expense and other expenses related to defined benefit plans are recognised in Statement of Profit and Loss.

When the benefits of a plan are changed or when a plan is curtailed, the resulting change in benefit that relates to past service or the gain or loss on curtailment is recognised immediately in Statement of Profit and Loss. The Company recognises gains and losses on the settlement of a defined benefit plan when the settlement occurs.

1.21 Income Taxes Current Tax

Current tax comprises the expected tax payable or receivable on the taxable income or loss for the year and any adjustment to the tax payable or receivable in respect of previous years. The amount of current tax reflects the best estimate of the tax amount expected to be paid or received after considering the uncertainty, if any, related to income taxes. It is measured using tax rates (and tax laws) enacted or substantively enacted by the reporting date.

Current tax assets and current tax liabilities are offset only if there is a legally enforceable right to set off the recognised amounts, and it is intended to realise the asset and settle the liability on a net basis or simultaneously.

Minimum alternative tax (MAT) credit is recognized as an asset only when and to the extent there is convincing evidence that the Company will pay income tax higher than that computed under MAT, during the year that

MAT is permitted to be set off under the Income Tax Act, 1961 (specified year). In the year, in which the MAT credit becomes eligible to be recognized as an asset the said asset is created by way of a credit to the Statement of profit and loss and shown as MAT credit entitlement.

The Company reviews the same at each balance sheet date and writes down the carrying amount of MAT credit entitlement to the extent there is no longer convincing evidence to the effect that the Company will pay income tax higher than MAT during the specified year.

Deferred Tax

Deferred tax is recognised in respect of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the corresponding amounts used for taxation purposes, i.e. the tax base. Deferred tax is also recognised in respect of carried forward tax losses and tax credits. Deferred income tax assets and liabilities are measured using tax rates and tax laws that have been enacted or substantively enacted by the balance sheet date and are expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect of changes in tax rates on deferred income tax assets and liabilities is recognized as income or expense in the period that includes the enactment or the substantive enactment date. A deferred income tax asset is recognized

to the extent that it is probable that future taxable profit will be available against which the deductible temporary differences and tax losses can be utilized. The company offsets deferred tax assets and deferred tax liabilities, where it has a legally enforceable right to set off the deferred tax assets and deferred tax liabilities and the deferred tax assets and the deferred tax liabilities relate to income taxes levied by the same taxation authority.

1.22 Assets Held for Sale

Non-current assets are classified as held for sale when their carrying amount will be recovered principally through a sale transaction rather than continuing use and a sale is highly probable.

Assets designated as held for sale are measured at the lower of carrying amount at designation and fair value less costs to sell.

1.23 Fair value measurement

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value measurement is based on the presumption that the transaction to sell the asset or transfer the liability takes place either:

• In the principal market for the asset or liability, or

• In the absence of a principal market, in the most advantageous market for the asset or liability

The principal or the most advantageous market must be accessible by the company. The fair value of an asset or a liability is measured using the assumptions that market participants would use when pricing the asset or liability, assuming that market participants act in their economic best interest.

For cash and other liquid assets, the fair value is assumed to approximate to book value, given the short-term nature of these instruments. For those items with a stated maturity exceeding twelve months, fair value is calculated using a discounted cash flow methodology.

A fair value measurement of a non-financial asset considers a market participant''s ability to generate economic benefits by using the asset in its highest and best use or by selling it to another.

The Company uses valuation techniques that are appropriate in the circumstances and for which sufficient data are available to measure fair value, maximizing the use of relevant observable inputs and minimizing the use of unobservable inputs.

• Level 1 — Quoted (unadjusted) market prices in active markets for identical assets or liabilities

• Level 2 — Valuation techniques for which the

lowest level input that is significant to the fair value measurement is directly or indirectly observable

• Level 3 — Valuation techniques for which the

lowest level input that is significant to the fair value measurement is unobservable

For assets and liabilities that are recognised in the financial statements on a recurring basis, the company determines whether transfers have occurred between levels in the hierarchy by re-assessing categorisation (based on the lowest level input that is significant to the fair value measurement as a whole) at the end of each reporting period.

For the purpose of fair value disclosures, the company has determined classes of assets and liabilities based on the nature, characteristics and risks of the asset or liability and the level of the fair value hierarchy as explained above.

- The securities provided for the Term loan from Banks amounting to '' NIL (P.Y. '' 805.69 lakhs) is as follows:

i. Unconditional and irrevocable Personal guarantee of Mr. Dilip Suryavanshi, the Chairman and Managing Director of the Company, Mrs. Seema Suryavanshi, the relative of the Chairman and Managing Director of the Company and Mr. Devendra Jain, the CEO and Managing Director of the Company; till the tenancy of loan.

ii. Exclusive charge by way of hypothecation of the respective vehicles/construction equipments.

- The above loans carry interest rates ranging from 7.00% to 12.00%. The loans are repayable in monthly installments along with interest.

) Loan from financial institutions

- The securities provided for the Term loan from financial institutions amounting to '' 11,997.20 lakhs (P.Y. '' 21,320.89 lakhs) is as follows:

i. Personal guarantee of Mr. Dilip Suryavanshi, Chairman and the Managing Director of the Company.

ii. The loans are secured by way of hypothecation of the respective vehicles/construction equipments.

- The securities provided for the Term loan from financial institutions amounting to '' 1,138.51 lakhs (P.Y. '' 1,235.65 lakhs ) is as follows:

i. Pledge of 16,00,000 Equity Shares of the Company held by Mr. Dilip Suryavanshi, the Chairman and Managing Director of the Company and Mr. Devendra Jain, the CEO and Managing Director of the Company.

ii. Personal guarantee of Mr. Dilip Suryavanshi, the Chairman and Managing Director of the Company and Mr. Devendra Jain, the CEO and Managing Director of the Company.

- The securities provided for the Term loan from financial institutions amounting to '' Nil (P.Y. '' 9,000 lakhs) is as follows:

i. Mortgage (equitable/registered) on immoveable property/non-agricultural land admeasuring 1.67 acres situated at Chunabhatti, Bhopal.

ii. Second charge on movable plant and machinery of the Company.

iii. Personal guarantee of Mr. Dilip Suryavanshi, Chairman and the Managing Director of the Company and Mr. Devendra Jain, the CEO and Managing Director of the Company.

- The above loans carry interest rates ranging from 8.00% to 12.50%. The loans are repayable in monthly installments along with interest.

) Current borrowings

a) Loans payable on demand from Banks

i. Hypothecation of unencumbered plant and machinery and equipments as on 31 March 2024

ii. Pledge of Fixed Deposit Receipts standing in the name of the Company other than FDR Kept as margin money for availing Non fund based facilities

iii. Pledge of 1,25,00,000 equity shares (P.Y. 1,25,00,000 equity shares) of Dilip Buildcon Limited held by Mr. Dilip Suryavanshi, the chairman and Managing Director of the Company and Mr. Devendra Jain, the CEO and Managing Director of the Company.

iv. Pari Passu charge of all lender banks by of hypothecation of stock of Material, Stock-in-process i.e. Cement, Steel, Steel Pipes, Gitty, Murram, Boulders, Diesel, Bituminous, Oil Grease etc. used in construction works at various sites of the Company, work in progress, completed projects along with book-debts and the Government receivables there against.

v. Personal guarantee of Mr. Dilip Suryavanshi, the Chairman and Managing Director of the Company, Mrs. Seema Suryavanshi, the relative of the Managing Director of the Company, Mr. Devendra Jain, the CEO of the Company and Mrs. Preeti Jain, the relative of the CEO and Managing Director of the Company.

vi. Guarantee of the firm M/s B. S. Associates

vii. The collateral securities provided for the above loans are as follows:

Pari passu charge of all lender banks by way of Extension of Equitable Mortgage of the following Immovable properties:

1) Vacant Plot khasra No. 9/1/2/1/4 situated at vill. Banjari, Kolar Road, Bhopal standing in the name of, Mr. Dilip Suryavanshi, the Managing Director of the Company.

2) Vacant plot at K.No. 83/2/1, P.H.No.35; R.N.M. - 4, vill. ChapriRatibar, Bhopal, standing in the name of, Mrs. Seema Suryavanshi, the relative of the Managing Director of the Company.

3) Plot at Khasra No. 235 (Old 85,86/1, 87/23) ; Patwari Halka No. 35, Vill. Chapri, Ratibar Tehsil- Huzur; Distt. Bhopal, standing in the name of, Mr. Dilip Suryavanshi, the Chairman and Managing Director of the Company and Mrs. Seema Suryavanshi, the relative of the Managing Director of the Company.

The Company''s activities exposed to interest rate risk is given below :

a) Interest rate risk

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. At the reporting date the interest rate profile of the Company''s interest bearing financial instruments are follows:

ii) Credit risk

Credit risk on trade receivables and unbilled work-inprogress is limited as the customers of the Company mainly consists of the government promoted entities having a strong credit worthiness. For other customers, the Company uses a provision matrix to compute the expected credit loss allowance for trade receivables and unbilled work-in-progress. The provision matrix takes into account available external and internal credit risk factors such as credit ratings from credit rating agencies, financial condition, ageing of accounts receivable and the Company''s historical experience for customers.

Note 33: Financial risk management policy and objectives

The key objective of the Company''s capital management is to ensure that it maintains a stable capital structure with the focus on total equity to uphold investor, creditor, and customer confidence and to ensure future development of its business. The Company is focused on maintaining a strong equity base to ensure independence, security, as well as financial flexibility for potential future borrowings, if required without impacting the risk profile of the Company.

The Company''s principal financial liabilities, comprise borrowings from banks, trade payables and security deposits. The main purpose of these financial liabilities is to finance Company''s operations (short term). Company''s principal financial assets include investments, security deposit, trade and other receivables, deposits with banks and cash and cash equivalents, that derive directly from its operations. The Company is exposed to market risk, credit risk and liquidity risk.

The Company''s senior management oversees the management of these risks. The Company''s senior management is supported by a financial risk committee that advises on financial risks and the appropriate financial risk governance framework for the Company. The financial risk 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 other price risk such as equity price risk and commodity risk. Financial instruments affected by market risk include borrowings, trade and other payables, security deposit, trade and other receivables, deposits with banks.

The sensitivity analysis in the following sections relate to the position as at 31 March 2024 and 31 March 2023. The sensitivity of the relevant income statement item is the effect of the assumed changes in respective market risks. The sensitivity analysis have been prepared on the basis that the amount of net debt and the ratio of fixed to floating interest rates of the debt are constant at 31 March 2024. The analysis exclude the impact of movements in market variables on: the carrying values of gratuity, other post retirement obligations and provisions

b) Financial instruments and cash deposits

Credit risk from balances with banks is managed by the Company in accordance with the Company''s policy. Investments of surplus funds are made only with approved counterparties and within credit limits assigned to each counterparty. The Company monitors ratings, credit spread and financial strength of its counter parties. Based on ongoing assessment, Company adjust it''s exposure to various counterparties. The Company''s maximum exposure to credit risk for the components of balance sheet is the carrying amount as disclosed in Note 8.

Note 34: Capital management

For the purpose of the Company''s capital management, capital includes issued equity capital, share premium and all other reserves. The primary objective of the Company''s capital management is to maximise the shareholder value.

The Company manages its capital structure and makes adjustments in light of changes in economic conditions and the requirements of the financial covenants. To maintain or adjust the capital structure, Company may adjust the dividend payment to shareholders, return capital to shareholders or issue new shares. Company monitors capital using a gearing ratio, which is net debt divided by total capital plus net debt. The Company includes within net debt, interest bearing loans and borrowings, trade and other payables, less cash and cash equivalents, excluding discontinued operations.

iii) Liquidity risk

Liquidity risk is the risk that the Company may not be able to meet its present and future cash flow and collateral obligations without incurring unacceptable losses. The Company''s objective is to, at all time maintain optimum levels of liquidity to meet its cash and collateral requirements. The Company closely monitors its liquidity position and deploys a robust cash management system. It maintains adequate sources of financing at optimised cost.

Segments have been identified in accordance with Indian Accounting Standards (Ind AS) 108 on Operating Segments

considering the risk or return profiles of the business. As required under Ind AS 108, the Chief Operating Decision Maker (CODM) evaluates the performance and allocates resources based on analysis of various performance indicators. Accordingly, information has been presented for the Group''s operating segments and the Company has identified business segment as primary segment. The reportable segment is Construction and Engineering Contracts and the business of Construction and Development of Real Estate is at a nascent stage and no actual operations have commenced.

Note 39

Royalty on use of construction material is determined by the concerned authorities and the amount of Royalty payable as at year end has not been ascertained in absence of necessary confirmation from the said authorities and the management does not consider the same to be substantial and material.

Note 40

The Company had signed indicative term sheet with a party on 24 August, 2017 for divestment of its entire stake in respect of 24 subsidiary companies. The share acquisition cum shareholders agreement (SHA) in respect of these 24 subsidiaires was entered into in March 2018. The Company had completed the transfer of shares in 24 subsidiary companies in the earlier years.The Company will continue to hold investments of 26% in respect of 4 companies out of the 24 companies sold earlier in accordance with the concessionaire agreements entered into with the authorities. As per the SHA, the Company has given away all the rights towards dividend and share in profits in respect of these companies and accordingly the Company has provided for impairment on these investments in the earlier years.

Note 41

The Company had entered into shareholder and share purchase agreement with Cube Highways and Infrastructure III PTE Limited (Cube Highways) to sell its entire shareholding in a phased manner in 3 subsidiary companies having projects under construction (as per Hybrid Annuity Mode (''HAM'') Projects ). The expected consideration for said 3 subsidiary companies is around '' 44,112.00 lakhs to be received in a phased manner subject to shareholding transfer restrictions set out in concession agreement executed between National Highways Authority of India and respective subsidiary company and subject to various regulatory and lender approvals.

During the year ended 31 March 2023, the Company along with its nominee had transferred its balance 51% equity stake (in addition to 49% equity stake transferred

on 31 December 2021) in 3 subsidiary companies and had earned profit of '' 5,948.62 lakhs and disclosed as part of ''exceptional item'' in the statement of Profit and Loss. The Company had earlier transferred 49% equity stake in 3 other

subsidiary companies and had disclosed profit of '' 5,936.88

lakhs as part of ''exceptional item'' in the statement of Profit and Loss in the relevant financial year."

Note 42 a

The Company along with its wholly owned subsidiary company ""DBL Infra Assets Private Limited"" (""DIAPL"") had executed a non-binding term sheet, with ''Shrem lnvlT"" (an infrastructure investment trust, registered under Indian Trust Act 1882 with Securities and Exchange Board of India) on 21 January 2022, for transferring their investment in equity share capital and promoter''s unsecured loan in respect of 10 subsidiary companies (Hybrid Annuity Model (""HAM"") projects) at expected consideration of '' 2,34,900.00 lakhs. Equity transfer to Shrem lnvlT shall be completed in a progressive manner after the completion of the projects, subject to receipt of approvals from the respective project lenders and National Highways Authority of India. The consideration will be received in form of units of the Invit/cash in form of bank transfer. During the year ended 31 March 2023 in the books of Dilip Buildcon Limited, the 100% Equity Share Capital of DBL Anandapuram Anakapally Highways Private Limited, DBL Bellary Byrapura Highways Private Limited, DBL Sangli Borgaon Highways Limited, DBL Gorhar Khairatunda Highways Private Limited, DBL Byrapura Challakere Highways Private Limited and 49% stake of investment in DBL Chandrakhole Bhadrak Highways Limited and the Promoter''s unsecured loans in Bangalore Nidagatta Highways Private Limited and DBL Rewa Siddhi Highways Private Limited was transferred to Shrem InvIT against which 2,07,20,184 Units at a price of '' 101.31 per unit and 3,06,01,710 Units at a price of '' 104.70 per unit in aggregate value of '' 53,031.61 lakhs and bank transfer of '' 7,097.14 lakhs were received as a consideration towards sale of equity shares. The Company had earned profit of '' 6,899.49 lakhs on all these transactions and disclosed as a part of ''exceptional item'' in the statement of Profit and Loss for the year ended 31 March 2023."

Note 42 b

During the year ended 31 March 2024 in the books of Dilip Buildcon Limited, Remaining 51% stake of investment in DBL Chandrakhole Bhadrak Highways Limited, DBL Bangalore-Nidagatta highway private limited, DBL Nidagatta-Mysore Highway Private limited and 30% stake of investment in DBL Rewa Siddhi Highways Private Limited was transferred to Shrem InvIT at an aggregate value of '' 20,983.06 lakhs, received as a consideration towards sale of equity shares.

Note 43

During the year ended 31 March 2024, 63,32,000 units of Shrem InvIT is transferred to two parties against which ''7,099.06 lakhs was received as consideration. The Company has earned profit of '' 43.46 lakhs on this transaction and it is disclosed as a part of ''exceptional item'' in the statement of Profit and Loss.

During the year ended 31 March 2024, the Company has received approval from the authority towards the claim made against ''change in law'' in relation to Goods and Service Tax in respect of three projects amounting to '' 20,847.00 lakhs, which will be received along with annuity to the respective SPV. However, these three projects were sold to Shrem InvIT in earlier period and this aspect was covered as ''deferred consideration'' which was to be received by the Company when the claim would be approved.

Since the claim has now been approved, the Company has an understanding with Shrem InvIT that this amount is to be received upfront. The Company along with Shrem InvIT has calculated the present value of this claim amount and have booked the income of '' 6,424.00 lakhs as part of ''exceptional item'' in the statement of Profit and Loss in standalone and consolidated financial statements.

Note 45

As per Rule 18(7) of the Companies (Share Capital and

Debentures) Rules, 2014, the Company had to create a Debenture Redemption Reserve for the purpose of redemption of debentures at the rate of 25% of the value of the outstanding debentures.

The value of outstanding debenture being '' 10,000 lakhs at year ending March 2023, the debenture redemption reserve of '' 15,000 lakhs had been created and the equivalent amount had been transferred from ''Retained Earnings'' to ''Debenture Redemption Reserve''.

During the year ended 31 March 2024, Debenture having value of '' 10,000 Lakhs has been redeemed and the balance in Debenture Redemption Reserve of 15,000 Lakhs has been transferred to ''Retained Earnings.

Note 46a

The Company along with its wholly owned subsidiary companies had executed a non-binding term sheet, with ''Alpha Alternatives Holdings Private Limited and its associates”” on 01 November 2023, for transferring their investment (Equity share capital/ unsecured loan/Non convertible Debenture) in respect of 18 wholly owned subsidiary companies (Hybrid Annuity Model (''"''HAM''"'') projects) at expected consideration of '' 1,55,000 lakhs. Investments transfer to Alpha group shall be completed in a progressive manner after the completion of the projects, subject to receipt of approvals from the respective project lenders and National Highways Authority of India.

The consideration will be received in form of bank transfer During the year ended 31 March 2024 in the books of Dilip Buildcon Limited, 26% stake each of Dodaballapur-Hoskote Highway Limited, Repellewada Highway Limited and Dhrol-Bhadra Highways Limited was transferred to Alpha alternative group and '' 13,016.68 lakhs were received as a consideration towards sale of investments.

The Company has earned profit of '' 7,339.06 lakhs on all these transactions and disclosed as a part of ''exceptional item'' in the statement of Profit and Loss.

Note 50 Disclsoure as per Ind AS 115 - Revenue from Contract with Customers

(a) Contract with Customers

The Company has recognised '' 10,34,847.41 lakhs (P.Y.

'' 9,92,368.54 lakhs) as revenue from Contracts with customers during the year; as disclosed in Note 18 -Revenue from Operations.

(b) Disaggregation of Revenue

Segments have been identified in accordance with Indian Accounting Standards (Ind AS) 108 on Operating Segments

considering the risk or return profiles of the business. As required under Ind AS 108, the Chief Operating Decision Maker (CODM) evaluates the performance and allocates resources based on analysis of various performance indicators. Accordingly, information has been presented for the Group''s operating segments and the Company

has identified business segment as primary segment. The reportable segment is Construction and Engineering Contracts and the business of Construction and Development of Real Estate is at a nascent stage and no actual operations have commenced.

Therefore the Company has identified the reportable segment as ''Construction and Engineering Contracts'' and it believes that this identification best depict show the nature, amount, timing and uncertainty of our revenues and cash flows are affected by industry, market and other economic factors.

Revenue for construction contracts is recognised in profit or loss in proportion to the stage of completion of the contract. The stage of completion is assessed by reference to surveys of work performed. Otherwise, contract revenue is recognised only to the extent of contract costs incurred that are likely to be recoverable. Revenue in excess of billings is recognised as Unbilled revenue and is classified as Financial Asset for these cases as right to consideration is unconditional upon passage of time.

During the year ended March 31, 2024, '' 1,26,509.45 lakhs (P.Y. '' 1,10,080.34 lakhs) of opening unbilled revenue has been either reclassified to Trade Receivables upon billing to customers on completion of milestone or has been part of closing unbilled revenue.

Changes in Contract Assets and Contract Liabilities are on account of transaction undertaken in the normal course of business.

d) Performance Obligations

The Company has applied the practical expedient as provided in Ind AS 115 and excluded the disclosure relating to remaining performance obligation for:

(i) Contracts where the original expected duration is one year or less

(ii) Contracts where the revenue recongnized corresponds directly with the value to the customer of the entity''s performance completed to date. Typically this involves those contracts where invoicing is on time and material basis.

Remaining performance obligation estimates are subject to change and are affected by several factors such as terminations, changes in the scope of contracts, periodic revalidations of estimates and other macro economic factors.

The aggregate amount of transaction price allocated to the performance obligations that are unsatisfied (or partially unsatisfied) as at March 31, 2024, after considering the

practical expedient mentioned above is '' 17,43,161.20 lakhs (p.Y. '' 25,39,499.15 lakhs) out of which 60% is expected to be recognised as revenue within the next one year and the balance thereafter.

Note 51 Additional disclosures as per Schedule III of the Companies Act 2013

(i) During the financial year ended 31 March 2024, the Company has granted loans to the related parties (as defined under the Companies Act, 2013), which is repayable on demand.

(ii) There is no benami property held by the Company and no proceedings have been initiated or pending against the Company for holding any benami property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988)

and rules made thereunder.

(iii) The Company has not entered in to any transactions during

the year with the companies struck off under section 248 of Companies Act, 2013 or section 560 of Companies Act, 1956.

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

(v) Utilisation of Borrowed funds and share premium:

A) The Company has not advanced or loaned or invested funds (either borrowed funds or share premium or any other sources or kind of funds) to any other person(s)

or entity(ies), including foreign entities (Intermediaries) with the understanding (whether recorded in writing or otherwise) that the Intermediary shall -

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

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

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

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

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

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

(vii) There are no transactions which have not been recorded in the books of accounts and has been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961. Also, there are no previously unrecorded income and related assets.

Note 53

Figures relating to previous year have been regrouped / rearranged, wherever necessary, to Conform to current year''s presentation.

Signature to notes to accounts 1 to 53

For M K Dandeker & Co LLP For & on behalf of the Board of Directors of

Chartered Accountants Dilip Buildcon Limited

Firm Regn. No. 000679S / S000103

(Dilip Suryavanshi) (Devendra Jain)

Chairman and Managing Director Managing Director and CEO

DIN: 00039944 DIN: 02374610

(S. Poosaidurai) (Sanjay Kumar Bansal) (Abhishek Shrivastava)

Partner Chief Financial Officer Company Secretary

M.No. 223754

Place: Bhopal Place: Bhopal

Date: 10.05.2024 Date: 10.05.2024

---

Mar 31, 2023

*    Securities Premium: Securities premium is used to record the premium received on issue of shares. It is utilised in accordance with the provisions of the Companies Act, 2013

#    Retained Earnings: Retained earnings are the profits that the Company has earned till date, less dividends or other distributions paid to shareholders.

~ Debenture Redemption Reserve: The Company has issued redeemable non-convertible debentures and created DRR out of the profits of the Company in terms of the Companies (Share capital and Debenture) Rules, 2014 (as amended). The Company was required to maintain a DRR of 25% of the value of debentures issued, either by a public issue or on a private placement basis. The amounts credited to the DRR is not to be utilised by the Company except to redeem debentures.

 

12.1    There is no debt securities measured at FVTPL or designated at FVTPL

12.2    Details of terms of repayment and securities provided in respect of secured loans are as under:1) Non-Current borrowingsa)    Debentures-    The securities provided is as follows:

i.    First exclusive charge on fixed assets of the Company to the extent of 1.25 times of outstanding borrowing through NCDs together with Interest etc.

ii.    Company to lien mark sanctioned bank lines in favour of debenture holders at least 20 days before any scheduled redemption date for the amount equivalent which is due on the redemption date.

iii.    The details of redemption is as follows:

8.75%,    500    NCDs    of '    10,00,000    each

redeemable on 29-May-2023

8.67%,    500    NCDs    of '    10,00,000    each

redeemable on 29-Jun-2023

b)    Term Loan from Banks

-    The securities provided for the Term loan from Banks

amounting to ' 11,298.77 lakhs (P.Y. ' 20,550.89

lakhs) is as follows:

i.    Personal guarantee of Mr. Dilip Suryavanshi, the Managing Director of the Company.

ii.    The loans are secured by way of hypothecation of the respective vehicles/construction

equipments.

-    The securities provided for the Term loan from Banks amounting to ' 805.69 lakhs (P.Y. ' 3,192.44 lakhs) is as follows:

i.    Unconditional and irrevocable Personal guarantee of Mr. Dilip Suryavanshi, the Managing Director of the Company, Mrs. Seema Suryavanshi, the relative of the Managing Director of the Company and Mr. Devendra Jain, the CEO of the Company; till the tenancy of loan.

ii.    Exclusive charge by way of hypothecation of the respective vehicles/construction equipments.

-    The securities provided for the Term loan from Banks amounting to ' NIL (P.Y. ' 1,347.14 lakhs) is as follows:

i. Pari Passu charge of all lender banks by of hypothecation of stock of Material, Stock-inprocess i.e. Cement, Steel, Steel Pipes, Gitty, Murram, Boulders, Diesel, Bituminous, Oil Grease etc. used in construction works at various sites of the Company, work in progress, completed projects along with book-debts and the Government receivables there against.

-    The above loans carry interest rates ranging from 7.00% to 12.00%. The loans are repayable in monthly installments along with interest.

c) Loan from financial institutions-    The securities provided for the Term loan from

financial institutions amounting to '    21,320.89

lakhs (P.Y. ' 25,228.61 lakhs) is as follows:

i.    Personal guarantee of Mr. Dilip Suryavanshi, the Managing Director of the Company.

ii.    The loans are secured by way of hypothecation of the respective vehicles/construction equipments.

-    The securities provided for the Term loan from financial institutions amounting to ' 1235.65 lakhs (P.Y. ' 1,779.53 lakhs ) is as follows:

i.    Pledge of 16,00,000 Equity Shares of the Company held by Mr. Dilip Suryavanshi, the Managing Director of the Company and Mr. Devendra Jain, the CEO of the Company.

ii.    Personal guarantee of Mr. Dilip Suryavanshi, the Managing Director of the Company and Mr.

Devendra Jain, the CEO of the Company.

-    The securities provided for the Term loan from financial institutions amounting to ' 9,000 lakhs (P.Y.' 22,500.00 lakhs) is as follows:

i.    Mortgage (equitabte/registered) on immoveable property/non-agricuttural land admeasuring

1.67 acres situated at Chunabhatti, Bhopal.

ii.    Second charge on movable plant and machineries of the Company.

iii.    Personal guarantee of Mr. Dilip Suryavanshi, the Managing Director of the Company and Mr.

Devendra Jain, the CEO of the Company.

-    The above loans carry interest rates ranging from 8.00% to 12.50%. The loans are repayable in monthly installments along with interest.2) Current borrowingsa) Loans payable on demand from Banks

i.    Hypothecation of unencumbered plant and machinery and equipments (present and future).

ii.    Pledge of Fixed Deposit Receipts standing in the name of the Company

iii.    Pledge of 1,25,00,000 equity shares P.Y. 1,25,00,000 equity shares of Dilip Buildcon Limited held by Mr.

Dilip Suryavanshi, the Managing Director of the Company and Mr. Devendra Jain, the CEO of the Company

iv.    Pari Passu charge of all lender banks by of hypothecation of stock of Material, Stock-in-process i.e. Cement, Steel, Steel Pipes, Gitty, Murram, Boulders, Diesel, Bituminous, Oil Grease etc. used in construction works at various sites of the Company, work in progress, completed projects along with book-debts and the Government receivables there against.

v.    Personal guarantee of Mr. Dilip Suryavanshi, the Managing Director of the Company, Mrs. Seema Suryavanshi, the relative of the Managing Director of the Company, Mr. Devendra Jain, the CEO of the Company and Mrs. Preeti Jain, the relative of the CEO of the Company.

vi.    Guarantee of the firm M/s B. S. Associates

vii.    The collateral securities provided for the above loans are as follows:

Pari Passi charge of all lender banks by way of Extension of Equitable Mortgage of the following Immovable properties:

1)    Vacant Plot khasra No. 9/1/2/1/4 situated at vill. Banjari, Kolar Road, Bhopal standing in the name of, Mr. Dilip Suryavanshi, the Managing Director of the Company.

2)    Vacant plot at K.No. 83/2/1, P.H.No.35; R.N.M. - 4, vill. ChapriRatibar, Bhopl, standing in the name of, Mrs.

Seema Suryavanshi, the relative of the Managing Director of the Company.

3)    Plot at Khasra No. 235 (Old 85,86/1, 87/23) ; Patwari Halka No. 35, Vill. Chapri, Ratibar Tehsil- Huzur; Distt. Bhopal, standing in the name of, Mr. Dilip Suryavanshi,

the Managing Director of the Company and Mrs. Seema Suryavanshi, the relative of the Managing Director of the Company.

4)    Diverted land at Khasra No 56ja (Old khasra No. 56) at Village Sevania Gond PH No 40, Vikas Khand -Phanda, Tehsil Huzur, Dist. Bhopal, standing in the

name of, Mr. Dilip Suryavanshi, the Managing Director of the Company.

5)    Diverted land at Khasra No 56jha (Old khasra No. 56) at Village Sevania Gond PH No. 40, Vikas Khand - Phanda, Tehsil Huzur, Dist. Bhopal, standing in the name of, Mrs. Seema Suryavanshi, the relative of the Managing Director of the Company.

6)    Diverted Land at Survey No. 9/1/2/1/5, Gram Banjari, Near Ganpati Enclave, Ph no. 39, Kolar Road, Tehsil Huzur, Bhopal standing in the name of relative of, Mr.Dilip Suryavanshi, the Managing Director of the Company.

7)    Land at part Khasra No. 315/2, PatwariHalka No. 35 R N M - 4, Gram Chapri (Ratlam) Vikas KhandFanda, Tehsil Huzur, Bhopal. Standing in the name of, Mr. Dilip Suryavanshi, the Managing Director of the Company and Mrs. Seema Suryavanshi, the relative of the Managing Director of the Company.

8)    Immovable property at khasra no. 51/1/2/1, 51/1/2/2, 51/1/2/3, 51/1/2/4, Behind Halalpura Bus Stand, Bhopal standing in the name of B. S. Associates (partnership firm).

9)    House on Plot No C/2, C/3A, C/14, C/15, Falaudi Colony, New Ward No 15, Near Swami Vivekanand Public School, Rajgarh standing in the name of, Mrs. Preeti Jain, relative of the CEO of the Company.

(c) Repayment Schedule

26.3    The Company has filed an appeal to Appellate Authority

against the order passed by the Assistant Commissioner of the Revenue (Sales Tax), Medinipur Charge, Medinipur. The total Amount Involved was ' 11.00/- lakhs (PY. ' NIL).

26.4    The Company has filed an appeal to Appellate Authority

against the order passed by the Deputy Commissioner of the Sales Tax, Durg Division, Chattisgarh. The total Amount

Involved was ' NIL (PY ' 149.13/- lakhs)

26.1    The claims against the Company not acknowledged as debts include claims made by others under various laws.

26.2    The Company as part of its various commitments to be fulfilled under Construction Contracts has provided Bank Guarantees to various parties.

The Company maintains policies and procedures to value financial assets or financial liabilities using the best and most relevant data available. In addition, the Company internally reviews valuations, including independent price validation for certain instruments. Further, in other instances, Company retains independent pricing vendors to assist in corroborating the valuations of certain instruments.

The fair value of the financial assets and liabilities are included at the amount at which the instrument that would be received to sell an asset or paid to transfer liability in an orderly transaction between market participants at the measurement date.

The following methods and assumptions were used to estimate the fair values:

* The Company has not disclosed the fair values of trade payables, trade receivables, other bank balances and cash and cash equivalents because their carrying amounts are reasonable approximation of fair value.

Fair value of security deposits have been estimated using a discounted cash flow model. The valuation requires management to make certain assumptions about interest rates, maturity period, credit risk, forcasted cash flows.

Long-term fixed-rate and variable-rate receivables/borrowings are evaluated by the Company based on parameters such as interest rates, individual creditworthiness of the customer and the risk characteristics of the financed project. Based on this evaluation, allowances are taken into account for the expected credit losses of these receivables. As of reporting date the carrying amounts of such receivables, net of allowances are not materially different from their calculated fair values.

Carrying value of loans from banks, other non current borrowings and other financial liabilities is estimated by discounting future cash flows using rates currently available for debt on similar terms, credit risk and remaining maturities. The own non- performance risk as at reporting date was assessed to be insignificant.

Fair value hierarchy

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

Level 1 to Level 3 as described in significant accounting policies - Note 1. Further table describes the valuation techniques used, key inputs to valuations and quantitative information about significant unobservable inputs for fair value measurements.

 

j)    General descriptions of defined plans:1    Gratuity Plan:

The Company operates gratuity plan wherein every employee is entitled to the benefit equivalent to fifteen days salary last drawn for each completed year of service. The same is payable on termination of service or retirement whichever is earlier. The benefit vests after five years of continuous service.

k)    The Company expects to fund ' 1028.54 lakhs towards its gratuity plan in the year 2023-24.

l)    Sensitivity analysis

Sensitivity analysis indicates the influence of a reasonable change in certain significant assumptions on the outcome of the Present value of obligaion(PVO). Sensitivity analysis is done by varying (increasing/ decresing) one parameter by 50 basis points (0.5%)

 

Basis used to determine the overall expected return:

The net interest approach effectively aasumes an expected rate of return on plan assets equal to the beginning of the year Discount Rate. Expected return of 7.35% has been used for the valuation purpose.

h) Principal actuarial assumptions at the balance sheet date (expressed as weighted averages)

1    Discount rate as at 31-03-2023 - 7.35%

2    Expected return on plan assets as at 31-03-2023: 7.35%

3    Salary growth rate : For Gratuity Scheme - 8.00%

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

 

Note 33: Financial risk management policy and objectives

The key objective of the Company's capital management is to ensure that it maintains a stable capital structure with the focus on total equity to uphold investor, creditor, and customer confidence and to ensure future development of its business. The Company is focused on maintaining a strong equity base to ensure independence, security, as well as financial flexibility for potential future borrowings, if required without impacting the risk profile of the Company.

The Company's principal financial liabilities, comprise borrowings from banks, trade payables and security deposits. The main purpose of these financial liabilities is to finance Company's operations (short term). Company's principal financial assets include investments, security deposit, trade and other receivables, deposits with banks and cash and cash equivalents, that derive directly from its operations.

 

The Company is exposed to market risk, credit risk and liquidity risk.

The Company's senior management oversees the management of these risks. The Company's senior management is supported by a financial risk committee that advises on financial risks and the appropriate financial risk governance framework for the Company. The financial risk 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 other price risk such as equity price risk and commodity risk. Financial instruments affected by market risk include borrowings, trade and other payables, security deposit, trade and other receivables, deposits with banks.

The sensitivity analysis in the following sections relate to the position as at 31 March 2023 and 31 March 2022. The sensitivity of the relevant income statement item is the effect of the assumed changes in respective market risks. The sensitivity analysis have been prepared on the basis that the amount of net debt and the ratio of fixed to floating interest rates of the debt are constant at 31 March 2023.

The analysis exclude the impact of movements in market variables on: the carrying values of gratuity, other post retirement obligations and provisions

The Company's activities exposed to interest rate risk.

a) Interest rate risk

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. At the reporting date the interest rate profile of the Company's interest bearing financial instruments are follows:

 

ii) Credit risk

Credit risk on trade receivables and unbilled work-inprogress is limited as the customers of the Company mainly consists of the government promoted entities having a strong credit worthiness. For other customers, the Company uses a provision matrix to compute the expected credit loss allowance for trade receivables and unbilled work-in-progress. The provision matrix takes into account available external and internal credit risk factors such as credit ratings from credit rating agencies, financial condition, ageing of accounts receivable and the Company's historical experience for customers.

 

b) Financial instruments and cash deposits

Credit risk from balances with banks and financial institutions is managed by the company in accordance with the Company's policy. Investments of surplus funds are made only with approved counterparties and within credit limits assigned to each counterparty. The Company monitors rating, credit spreads and financial strength of its counter parties. The Company monitors ratings, credit spread and financial strength of its counter parties. Based on ongoing assessment company adjust it's exposure to various counterparties. The Company's maximum exposure to credit risk for the components of balance sheet is the carrying amount as disclosed in Note 8.

iii) Liquidity risk

Liquidity risk is the risk that the Company may not be able to meet its present and future cash flow and collateral obligations without incurring unacceptable losses. The Company's objective is to, at all time maintain optimum levels of liquidity to meet its cash and collateral requirements. The Company closely monitors its liquidity position and deploys a robust cash management system. It maintains adequate sources of financing at optimised cost.

The table summarises the maturity profile of the Company's financial liabilities based on contractual undiscounted payments

Note 34: Capital management

For the purpose of the Company's capital management, capital includes issued equity capital, share premium and all other equity reserves. The primary objective of the Company's capital management is to maximise the shareholder value.

The Company manages its capital structure and makes adjustments in light of changes in economic conditions and the requirements of the financial covenants. To maintain or adjust the capital structure, Company may adjust the dividend payment to shareholders, return capital to shareholders or issue new shares. Company monitors capital using a gearing ratio, which is net debt divided by total capital plus net debt. The Company includes within net debt, interest bearing loans and borrowings, trade and other payables, less cash and cash equivalents, excluding discontinued operations.

Note 35: Disclosure of Creditors outstanding under MSMED Act, 2006

Disclosure of sundry creditors under current liabilities is based on the information available with the Company regarding the status of the suppliers as defined under the "Micro, Small and Medium Enterprises Development Act, 2006” (the Act). There are no delays in payment made to such suppliers and there is no overdue amount outstanding as at the Balance sheet date. Relevant disclosures as required under the Act are as follows:

e.    The Company does not face a significant liquidity risk with regard to its lease liabilities as the current assets are sufficient to meet the obligations related to lease liabilities as and when they fall due.

f.    Rental expense recorded for short-term leases was ' 6,235.64 lakhs (PY. ' 7,093.76 lakhs) for the year ended 31 March, 2023 as shown in Note 20.

Note 37

In opinion of the Board of Directors of the Company, the Current

Assets, Loans and Advances are expected to be realized approximately at the value at which they are stated in the accounts in the ordinary course of business.

Note 38

There are no amounts due and outstanding to be credited to Investor Education and Protection Fund as at 31 March 2023.

Note 39

Segments have been identified in accordance with Indian Accounting Standards (Ind AS) 108 on Operating Segments

considering the risk or return profiles of the business. As required under Ind AS 108, the Chief Operating Decision Maker (CODM) evaluates the performance and allocates resources based on analysis of various performance indicators. Accordingly, information has been presented for the Group's operating segments and the Company has identified business segment as primary segment. The reportable segment is Construction and Engineering Contracts and the business of Construction and Development of Real Estate is at a nascent stage and no actual operations have commenced.

Note 40

Royalty on use of construction material is determined by the concerned authorities and the amount of Royalty payable as at year end has not been ascertained in absence of necessary confirmation from the said authorities and the management does not consider the same to be substantial and material.

Note 41

a. The Company had signed indicative term sheet with a party on 24 August, 2017 for divestment of its entire stake in respect of 24 subsidiary companies. The share acquisition cum shareholders agreement (SHA) in respect of these 24 subsidiaires was entered into in March 2018. The Company had completed the transfer of shares in 24 subsidiary companies in the earlier years.The Company will continue to hold investments of 26% in respect of 4 companies out of the 24 companies sold earlier in accordance with the concessionaire agreements entered into with the authorities. As per the SHA, the Company has given away all the rights towards dividend and share in profits in respect of these companies and accordingly the Company has provided for impairment on these investments in the previous financial year.

Note 42

The Company had entered into shareholder and share purchase agreement with Cube Highways and Infrastructure III PTE Limited (Cube Highways) to sell its entire shareholding in a phased manner in 3 subsidiary companies having projects under construction (as per Hybrid Annuity Mode ('HAM') Projects ). The expected consideration for said 3 subsidiary companies is around ' 44,112.00 lakhs to be received in a phased manner subject to shareholding transfer restrictions set out in concession agreement executed between National Highways Authority of India and respective subsidiary company and subject to various regulatory and lender approvals.

During the year ended 31 March 2023, the Company along with its nominee has transferred its balance 51%

equity stake (in addition to 49% equity stake transferred

on 31 December 2021) in 3 subsidiary companies and has earned profit of ' 5,948.62 lakhs and disclosed as part of 'exceptional item' in the statement of Profit and Loss

The Company had earlier transferred 49% equity stake in 3 other subsidiary companies and had disclosed profit of ' 5,936.88

lakhs as part of 'exceptional item' in the statement of Profit and Loss in the relevant financial year.

Note 43

During the year ended 31 March 2023, the Company has transferred part equity stake in respect of existing 4 subsidiary companies to DBL Infra Assets Private Limited. The Company has earned profit of ' 216.38 Lakhs on all these transactions and disclosed as a part of 'exceptional item' in the statement of Profit and Loss.

Note 44

The Company along with its wholly owned subsidiary company "DBL Infra Assets Private Limited” ("DIAPL”) had executed a non-binding term sheet, with ''Shrem lnvlT” (an infrastructure investment trust, registered under Indian Trust Act 1882 with Securities and Exchange Board of India) on 21 January 2022, for transferring their investment in equity share capital and promoter's unsecured loan in respect of 10 subsidiary companies (Hybrid Annuity Model ("HAM”) projects) at expected consideration of ' 2,34,900.00 lakhs. Equity transfer to Shrem lnvlT shall be completed in a progressive manner after the completion of the projects, subject to receipt of approvals from the respective project lenders and National Highways Authority of India. The consideration will be received in form of units of the Invit/cash in form of bank transfer.

During the year ended 31 March 2023 in the books of Dilip Buildcon Limited, the 100% Equity Share Capital of DBL Anandapuram Anakapally Highways Private Limited, DBL Bellary Byrapura Highways Private Limited, DBL Sangli Borgaon Highways Limited, DBL Gorhar Khairatunda Highways Private Limited, DBL Byrapura Challakere Highways Private Limited and 49% stake of investment in DBL Chandrakhole Bhadrak Highways Limited and the Promoter's unsecured loans in Bangalore Nidagatta Highways Private Limited and DBL Rewa Siddhi Highways Private Limited was transferred to Shrem InvIT against which 2,07,20,184 Units at a price of ' 101.31 per unit and 3,06,01,710 Units at a price of ' 104.70 per unit in aggregate value of ' 53,031.61 lakhs and bank transfer of ' 7,097.14 lakhs were received as a consideration towards sale of equity shares.

The Company has earned profit of ' 6,683.11 lakhs on all these transactions and disclosed as a part of 'exceptional item' in the statement of Profit and Loss.

Note 45

As per Rule 18(7) of the Companies (Share Capital and Debentures ) Rules, 2014, the Company had to create a Debenture Redemption Reserve for the purpose of redemption of debentures at the rate of 25% of the value of the outstanding debentures.

The value of outstanding debenture being ' 60,000 lakhs at year ending March 2018, the debenture redemption reserve of ' 15,000 lakhs had been created and the equivalent amount had been transferred from 'Retained Earnings' to 'Debenture Redemption Reserve'.

Ministry of Corporate Affairs vide notification dated 16 August 2019 amended the Companies (Share Capital and Debentures) Rules, 2014 and it was called as Companies (Share Capital and Debentures) Amendment Rules, 2019. Based on this notification, the listed Companies were not required to transfer 25% of the value of outstanding Debentures to the Debenture Redemption Reserve. Therefore, no additional amount was transferred to Debenture Redemption Reserve post this notification.

Note 46 During the year ended 31 March 2023, the Company has redeemed 8.90% 1500 Non Convertible Debentures of ' 10 Lakhs each, 8.75% 500 Non Convertible Debentures of ' 10 Lakhs each, 8.67% 600 NCDs of ' 10 lakh each, aggregating to ' 26,000 lakhs.

Note 49 Disclsoure as per Ind AS 115 - Revenue from Contract with Customers(a)    Contract with Customers

The Company has recognised ' 9,92,368.54 Lakhs (P.Y. ' 8,87,183.30 lakhs) as revenue from Contracts with customers during the year.

(b)    Disaggregation of Revenue

Segments have been identified in accordance with Indian Accounting Standards (Ind AS) 108 on Operating Segments

considering the risk or return profiLes of the business. As required under Ind AS 108, the Chief Operating Decision Maker (CODM) evaLuates the performance and aLLocates resources based on anaLysis of various performance indicators. Accordingly, information has been presented for the Group's operating segments and the Company has identified business segment as primary segment. The reportabLe segment is Construction and Engineering Contracts and the business of Construction and DeveLopment of ReaL Estate is at a nascent stage and no actuaL operations have commenced.

Therefore the Company has identified the reportabLe segment as 'Construction and Engineering Contracts' and it believes that this identification best depict show the nature, amount, timing and uncertainty of our revenues and cash flows are affected by industry, market and other economic factors.

 

Revenue for construction contracts is recognised in profit or Loss in proportion to the stage of compLetion of the

 

contract. The stage of completion is assessed by reference to surveys of work performed. Otherwise, contract revenue is recognised only to the extent of contract costs incurred that are Likely to be recoverable. Revenue in excess of biLLings is recognised as Unbilled revenue and is classified as Financial Asset for these cases as right to consideration is unconditional upon passage of time.

During the year ended March 31, 2023, ' 1,10,080.34 Lakhs (P.Y. ' 58,565.73 Lakhs) of opening unbiLLed revenue has been either recLassified to Trade ReceivabLes upon biLLing to customers on compLetion of miLestone or has been part of cLosing unbiLLed revenue.

Changes in Contract Assets and Contract Liabilities are on

account of transaction undertaken in the normaL course of business.

(d) Performance Obligations

The Company has appLied the practicaL expedient as provided in Ind AS 115 and excLuded the discLosure reLating to remaining performance obLigation for:

(i)    Contracts where the originaL expected duration is one year or Less

(ii)    Contracts where the revenue recongnized corresponds directLy with the vaLue to the customer of the entity's performance compLeted to date. TypicaLLy this invoLves those contracts where invoicing is on time and materiaL basis.

Remaining performance obLigation estimates are subject to change and are affected by severaL factors such as terminations, changes in the scope of contracts, periodic revaLidations of estimates and other macro economic factors.

The aggregate amount of transaction price aLLocated to the performance obLigations that are unsatisfied (or partiaLLy unsatisfied) as at March 31, 2023, after considering the

practicaL expedient mentioned above is ' 25,39,499.15 Lakhs (P.Y. ' 25,59,452.88 Lakhs) out of which 40% is expected to be recognised as revenue within the next one year and the baLance thereafter.

Note 50 Additional disclosures as per Schedule III of the Companies Act 2013

(i)    During the financiaL years ended 31 March 2023, the Company has granted Loans to the reLated parties (whoLLy owned subsidiaries as defined under the Companies Act, 2013), which is repayabLe on demand.

(ii)    There is no benami property heLd by the Company and no proceedings have been initiated or pending against the Company for hoLding any benami property under the

 

Benami Transactions (Prohibition) Act, 1988 (45 of 1988)

and ruLes made thereunder.

(iii)    The Company has not entered in to any transactions during

the year with the companies struck off under section 248 of Companies Act, 2013 or section 560 of Companies Act, 1956.

(iv)    The Company has compLied with the number of Layers prescribed under cLause (87) of section 2 of the Act read with Companies (Restriction on number of Layers) RuLes, 2017.

(v)    Utilisation of Borrowed funds and share premium:

A) The Company has not advanced or Loaned or invested funds (either borrowed funds or share premium or any other sources or kind of funds) to any other person(s) or entity(ies), incLuding foreign entities (Intermediaries) with the understanding (whether recorded in writing or otherwise) that the Intermediary shaLL -

(i) directLy or indirectLy Lend or invest in other persons or entities identified in any manner whatsoever by or on behaLf of the company (ULtimate Beneficiaries) or

 

(ii) provide any guarantee, security or the Like to or on behaLf of the ULtimate Beneficiaries;

B) The Company has not received any fund from any person(s) or entity(ies), incLuding foreign entities (Funding Party) with the understanding (whether recorded in writing or otherwise) that the company shaLL -

(i)    directLy or indirectLy Lend or invest in other persons or entities identified in any manner whatsoever by or on behaLf of the Funding Party (ULtimate Beneficiaries) or

(ii)    provide any guarantee, security or the Like on behaLf of the ULtimate Beneficiaries.

(vi)    The Company has not traded or invested in Crypto currency or VirtuaL Currency during the financiaL year.

(vii)    There are no transactions which have not been recorded in the books of accounts and has been surrendered or discLosed as income during the year in the tax assessments under the Income Tax Act, 1961. ALso, there are no previousLy unrecorded income and reLated assets.

 

Note 52 Figures relating to previous years have been regrouped / rearranged, wherever necessary, to confirm to current period presentation.

---

Mar 31, 2021

- The securities provided for the Term loan from Banks amounting to '' Nil (P.Y. - '' 1,862.55/- lakhs) is as follows:

i. Exclusive charge by way of hypothecation of the respective vehicles/construction equipments.

- The securities provided for the Term loan from Banks amounting to '' 17,114.80 lakhs (P.Y. - Nil) is as follows:

Margin provided: 25% for Stocks / Receivables

25% for receivables upto 6 months 40% for retention receivable up to 12 months

- The above loans carry interest rates ranging from 8.00% to 12.50%. The loans are repayable in monthly installments along with interest.

c) Loan from financial institutions

- The securities provided for the Term loan from financial institutions amounting to '' 21,686.16/- lakhs (P.Y. - '' 41,124.74/- lakhs) is as follows:

i. Personal guarantee of Mr. Dilip Suryavanshi, the Managing

Director of the Company.

ii. The loans are secured by way of hypothecation of the respective vehicles/construction equipments.

- The securities provided for the Term loan from financial institutions amounting to '' Nil (P.Y. - '' 3,355.00/- lakhs) is as follows:

i. Pledge of Equity Shares of Dilip Buildcon Limited held by Mr. Dilip Suryavanshi, the Managing Director of the Company, the market value of which is not less than 2.10 times the outstanding obiligations of the borrower at the point of facility drawndown.

35,00,000 shares of Dilip Buildcon Limited held by Mr. Dilip Suryavanshi, the Managing Director of the Company,

has been pledged as security at the point of facility drawndown.

ii. Personal guarantee of Mr. Dilip Suryavanshi, the Managing

Director of the Company and Mr. Devendra Jain, the CEO of the Company.

- The securities provided for the Term loan for Working Capital from financial institutions amounting to '' Nil (P.Y. - 1,342.71 lakhs) is as follows:

- Unconditional and irreovcable bank guarantee

iii. The details of redemption is as fottows:

8.90% Series -VIl: 450 NCDs of '' 10,00,000 each redeemable on 28-Jun-2021

8.90% Series -VIII: 450 NCDs of '' 10,00,000 each redeemable on 28-Sep-2021

8.90% Series -XI: 450 NCDs of '' 10,00,000 each redeemable on 28-Dec-2021

8.90% Series -X: 450 NCDs of '' 10,00,000 each redeemable on 28-Mar-2022

8.90% Series -XI :500 NCDs of '' 10,00,000 each redeemable on 28-Jun-2022

8.90% Series- XII: 500 NCDs of '' 10,00,000 each redeemable on 28-Sep-2022

8.90% Series -Xll: 500 NCDs of '' 10,00,000 each redeemable on 28-Dec-2022

8.75%, 500 NCDs of '' 10,00,000 each redeemable on 29-Nov-2022

8.75%, 500 NCDs of '' 10,00,000 each redeemable on 29-May-2023

8.67%, 300 NCDs of '' 10,00,000 each redeemable on 29-Jul-2021

8.67%, 300 NCDs of '' 10,00,000 each redeemable on 29-Jan-2022

8.67%, 300 NCDs of '' 10,00,000 each redeemable on 29-Jul-2022

8.67%, 300 NCDs of '' 10,00,000 each redeemable on 29-Jan-2023

8.67%, 500 NCDs of '' 10,00,000 each redeemable on 29-Jun-2023

b) Term Loan from Banks

- The securities provided for the Term loan from Banks amounting to '' 17,597.15/- lakhs (P.Y. - '' 21,750.70/-lakhs) is as follows:

i. Personal guarantee of Mr. Dilip Suryavanshi, the Managing

Director of the Company.

ii. The loans are secured by way of hypothecation of the respective vehicles/construction equipments.

- The securities provided for the Term loan from Banks amounting to '' 10,228.82/- lakhs (P.Y. - '' 8,964.70/-lakhs) is as follows:

i. Unconditional and irrevocable Personal guarantee of Mr. Dilip Suryavanshi, the Managing Director of the Company,

Mrs. Seema Suryavanshi, the Whole-time Director of the Company and Mr. Devendra Jain, the CEO of the Company; till the tenure of loan.

ii. Exclusive charge by way of hypothecation of the respective vehicles/construction equipments.

- The above loans carry interest rates ranging from 8.00% to 12.50%. The loans are repayable in monthly installments along with interest.

2) Current borrowingsa) Loans payable on demand from Banks

i. Hypothecation of unencumbered plant and machinery and equipments (present and future).

ii. Pledge of Fixed Deposit Receipts standing in the name of the Company

iii. Pledge of 1,25,00,000 equity shares of Dilip Buildcon Limited held by Mr. Dilip Suryavanshi, the Managing

Director of the Company and Mr. Devendra Jain, the CEO of the Company

iv. Pari Passu charge of all lender banks by of hypothecation of stock of Material, Stock-in-process i.e. Cement, Steel, Steel Pipes, Gitty, Murram, Boulders, Diesel, Bituminous, Oil Grease etc. used in construction works at various sites of the Company, work in progress, completed projects along with book-debts and the Government receivables there against.

v. Margin 25% for Stocks / Receivables

provided: 25% for receivables upto 6 months

40% for retention receivable up to 12 months (only with Government Departments) Consortium members banks have permitted 10% relaxation in margin provided till 30 September 2021

vi. Personal guarantee of Mr. Dilip Suryavanshi, the Managing Director of the Company, Mrs. Seema Suryavanshi, the Whole-time Director of the Company, Mr. Devendra Jain, the CEO of the Company and Mrs. Preeti Jain, the relative of the CEO of the Company.

vii. Guarantee of the firm M/s B. S. Associates

viii. The collateral securities provided for the above loans are as follows:

Pari Passi charge of all lender banks by way of Extension of

Equitable Mortgage of the following Immovable properties:

1) Vacant Plot khasra No. 9/1/2/1/4 situated at vill. Banjari, Kolar Road, Bhopal standing in the name of, Mr. Dilip

Suryavanshi, the Managing Director of the Company.

2) Vacant plot at K.No. 83/2/1, PH.No.35; R.N.M. - 4, vill. ChapriRatibar, Bhopl, standing in the name of, Mrs. Seema Suryavanshi, the Whole-time Director of the Company.

3) Plot at Khasra No. 235 (Old 85,86/1, 87/23) ; Patwari Halka No. 35, Vill. Chapri, Ratibar Tehsil- Huzur; Distt. Bhopal, standing in the name of, Mr. Dilip Suryavanshi,

the Managing Director of the Company and Mrs. Seema Suryavanshi, the Whole-time Director of the Company.

4) Diverted land at Khasra No 56ja (Old khasra No. 56) at Village Sevania Gond PH No 40, Vikas Khand - Phanda, Tehsil Huzur, Dist. Bhopal, standing in the name of, Mr. Dilip

Suryavanshi, the Managing Director of the Company.

5) Diverted land at Khasra No 56jha (Old khasra No. 56) at Village Sevania Gond PH No. 40, Vikas Khand - Phanda, Tehsil Huzur, Dist. Bhopal, standing in the name of, Mrs.

Seema Suryavanshi, the Whole-time Director of the Company

6) Diverted Land at Survey No. 9/1/2/1/5, Gram Banjari, Near Ganpati Enclave, Ph no. 39, Kolar Road, Tehsil Huzur, Bhopal standing in the name of relative of, Mr.Dilip Suryavanshi, the Managing Director of the Company.

7) Diverted Land at Survey No. 7/3/1, Gram Baradari, Falodi Colony, Ward No. 14, Ph No. 18 (Behind Vivekanand School) Pargana, Raigarh, Tehsil & District Rajgarh (M.P) H. No. 7/522) standing in the name of, Mr. Devendra Jain, the CEO of the Company.

8) Diverted Land at Survey No. 7/3/1, Gram Baradari, Falodi Colony, Ward No. 14, Ph No. 18 (Behind Vivekanand School) Pargana, Raigarh, District Rajgarh (M.P) H. No. 7 standing in the name of, Mr. Devendra Jain, the CEO of the Company.

9) Land at part Khasra No. 315/2, PatwariHalka No. 35 R N M - 4, Gram Chapri (Ratlam) Vikas KhandFanda, Tehsil Huzur, Bhopal. Standing in the name of, Mr. Dilip Suryavanshi,

the Managing Director of the Company and Mrs. Seema Suryavanshi, the Whole-time Director of the Company.

10) Immovable property at khasra no. 51/1/2/1, 51/1/2/2, 51/1/2/3, 51/1/2/4, Behind Halalpura Bus Stand, Bhopal standing in the name of B.S. Associates (partnership firm).

11) House on Plot No C/2, C/3A, C/14, C/15, Falaudi Colony, New Ward No 15, Near Swami Vivekanand Public School, Rajgarh standing in the name of, Mrs. Preeti Jain, relative of the CEO of the Company.

The claims against the company not acknowledged as debts include claims made by others under various laws.

The Company as part of its various commitments to be fulfilled under Construction Contracts has provided Bank Guarantees to various parties.

The company had received the assessment order u/s 143(3) of the Income Tax Act, 1961 of AY 2014-15 where the assessing officer has disallowed certain deductions. The company has filed the appeal against the said order u/s 143(3) to CIT(A) which was rejected by the CIT(A). Further the company has filed the appeal against the order of CIT(A) to ITAT, Indore but meanwhile due to the procedural ground the Assessing Officer levied the penalty on above

disallowance u/s 271(1)(c) amounting to '' 14,66,90,000/-. The company has filed the appeal against the order u/s 271(1)(c) to the CIT (A). Currently, the matter is pending with CIT(A).

The Company maintains policies and procedures to value financial assets or financial Liabilities using the best and most relevant data available. In addition, the Company internally reviews valuations, including independent price validation for certain instruments. Further, in other instances, Company retains independent pricing vendors to assist in corroborating the valuations of certain instruments.

The fair value of the financial assets and liabilities are included at the amount at which the instrument that would be received to sell an asset or paid to transfer liability in an orderly transaction between market participants at the measurement date.

The Following methods and assumptions were used to estimate the Fair values:

* The Company has not disclosed the fair values of trade payabtes, trade receivables and cash and cash equivalents because their carrying amounts are reasonable approximation of fair value.

Fair value of security deposits have been estimated using a discounted cash flow model. The valuation requires management to make certain assumptions about interest rates, maturity period, credit risk, forecated cash flows.

Long-term fixed-rate and variabte-rate receivabtes/borrowings are evaluated by the company based on parameters such as interest rates, individual creditworthiness of the customer and the risk characteristics of the financed project. Based on this evaluation, allowances are taken into account for the expected credit tosses of these receivables. As of reporting date the carrying amounts of such receivables, net of allowances are not materially different from their calculated fair values.

Carrying value of loans from banks, other non current borrowings and other financial liabilities is estimated by discounting future cash flows using rates currently available for debt on simitar terms, credit risk and remaining maturities. The own non- performance risk as at reporting date was assessed to be insignificant.

Fair value hierarchy

The fottowing tabte provides the fair vatue measurement hierarchy of Company''s assets and tiabitities grouped into Levet 1 to Levet 3 as described in significant accounting poticies - Note 1. Further tabte describes the vatuation techniques used, key inputs to vatuations and quantitative information about significant unobservabte inputs for fair vatue measurements.

During the year ended 31 March 2021 and 31 March 2020 there were no transfers between tevet 1 and tevet 2 fair vatue measurements and no transfers into and out of tevet 3 fair vatue measurement.

Note 31: Employee Benefits : i Defined Contribution Plans:

a) Amount of '' 5,047.45/- takhs (P.Y. - '' 4,781.77/- takhs) is recognised as an expense and inctuded in "Emptoyees benefits expense” (Note 21) in the Profit and Loss Statement.

b) The expenses for teave entittement recognised in the Profit and Loss Statement is '' 660.82/- takhs (P.Y. - '' 853.17/-takhs) and is inctuded under ''Emptoyee''s wetfare and Other amenities'' in "Emptoyee benefits expenses” (Note 21) in the Profit and Loss Statement.

Basis used to determine the overall expected return:

The net interest approach effectively aasumes an expected rate of return on plan assets equal to the beginning of the year Discount Rate. Expected return of 6.25% has been used for the valuation purpose.

h) Principal actuarial assumptions at the balance sheet date

(expressed as weighted averages)

1 Discount rate as at 31-03-2021 - 6.25%

2 Expected return on plan assets as at 31-03-2021: 6.25%

3 Salary growth rate : For Gratuity Scheme - 8.00%

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

j) General descriptions of defined plans:1 Gratuity Plan:

The Company operates gratuity plan wherein every employee is entitled to the benefit equivalent to fifteen days salary last drawn for each completed year of service. The same is payable on termination of service or retirement whichever is earlier. The benefit vests after five years of continuous service.

k) The Company expects to fund '' 1,527.81/- lakhs towards its gratuity plan in the year 2021-22.

l) Sensitivity analysis

Sensitivity analysis indicates the influence of a reasonable change in certain significant assumptions on the outcome of the Present value of obligaion(PVO). Sensitivity analysis is done by varying (increasing/ decresing) one parameter by 50 basis points (0.5%)

The key objective of the Company''s capital management is to ensure that it maintains a stable capital structure with the focus on total equity to uphold investor, creditor, and customer confidence and to ensure future development of its business. The Company is focused on maintaining a strong equity base to ensure independence, security, as well as financial flexibility for potential future borrowings, if required without impacting the risk profile of the Company.

Company''s principal financial liabilities, comprise borrowings from banks, trade payables and security deposits. The main purpose of these financial liabilities is to finance Company''s operations (short term). Company''s principal financial assets include investments, security deposit, trade and other receivables, deposits with banks and cash and cash equivalents, that derive directly from its operations.

Company is exposed to market risk, credit risk and liquidity risk.

The Company''s senior management oversees the management of these risks. The Company''s senior management is supported by a financial risk committee that advises on financial risks and the appropriate financial risk governance framework for the Company. The financial risk 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.

Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises three types of risk interest rate risk, currency risk and other price risk such as equity price risk and commodity risk. Financial instruments affected by market risk include borrowings, trade and other payables, security deposit, trade and other receivables, deposits with banks.

The sensitivity analysis in the following sections relate to the position as at 31 March 2021 and 31 March 2020. The sensitivity of the relevant income statement item is the effect of the assumed changes in respective market risks. The sensitivity analysis have been prepared on the basis that the amount of net debt and the ratio of fixed to floating interest rates of the debt are constant at 31 March 2021.

The analysis exclude the impact of movements in market variables on: the carrying values of gratuity, other post retirement obligations and provisions "

Company''s activities exposed to interest rate risk.

a) Interest rate risk

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. At the reporting date the interest rate profile of the Company''s interest bearing financial instruments are follows:

Credit risk on trade receivables and unbilled work-inprogress is limited as the customers of the Company mainly consists of the government promoted entities having a strong credit worthiness. For other customers, the Company uses a provision matrix to compute the expected credit loss allowance for trade receivables and unbilled work-in-progress. The provision matrix takes into account available external and internal credit risk factors such as credit ratings from credit rating agencies, financial condition, ageing of accounts receivable and the Company''s historical experience for customers.

b) Financial instruments and cash deposits

Credit risk from balances with banks and financial institutions is managed by the company in accordance with company''s policy. Investments of surplus funds are made only with approved counterparties and within credit limits assigned to each counterparty. Company monitors rating, credit spreads and financial strength of its counter parties. Company monitors ratings, credit spread and financial strength of its counter parties. Based on ongoing assessment company adjust it''s exposure to various counterparties. Company''s maximum exposure to credit risk for the components of balance sheet is the carrying amount as disclosed in Note 8.

iii) Liquidity risk

Liquidity risk is the risk that the Company may not be able to meet its present and future cash flow and collateral obligations without incurring unacceptable losses. Company''s objective is to, at all time maintain optimum levels of liquidity to meet its cash and collateral requirements. Company closely monitors its liquidity position and deploys a robust cash management system. It maintains adequate sources of financing at optimised cost.

The table summarises the maturity profile of company''s financial liabilities based on contractual undiscounted payments

Note 34: Capital management

For the purpose of the Company''s capital management, capital includes issued equity capital , share premium and all other equity reserves. The primary objective of the Company''s capital management is to maximise the shareholder value.

The Company manages its capital structure and makes adjustments in light of changes in economic conditions and the requirements of the financial covenants. To maintain or adjust the capital structure, Company may adjust the dividend payment to shareholders, return capital to shareholders or issue new shares. Company monitors capital using a gearing ratio, which is net debt divided by total capital plus net debt. The Company includes within net debt, interest bearing loans and borrowings, trade and other payables, less cash and cash equivalents, excluding discontinued operations.

Note 35: Disclosure of Creditors outstanding under MSMED Act, 2006

Disclosure of sundry creditors under current liabilities is based on the information available with the Company regarding the status of the suppliers as defined under the "Micro, Small and Medium Enterprises Development Act, 2006” (the Act). There are no delays in payment made to such suppliers and there is no overdue amount outstanding as at the Balance sheet date. Relevant disclosures as required under the Act are as follows:

a. Ministry of Corporate Affairs has notified Ind AS 116 “Leases”

which is effective from April 1, 2019. Pursuant to this, the company has applied this standard to all lease contracts existing on April 1, 2019 using the modified retrospective approach under which the cumulative effect is recognised at the date of initial application April 1, 2019.

The Company does not face a significant liquidity risk

with regard to its lease liabilities as the current assets are sufficient to meet the obligations related to lease liabilities as and when they fall due.

Rental expense recorded for short-term leases was '' 4,750.42/- lakhs (P.Y. - '' 2,137.06/- lakhs) for the year ended 31 March, 2021.

i. Balances of Debtors, Creditors, Advances, Deposits, and Unsecured Loans etc. are subject to confirmation and reconciliation.

ii. In opinion of the Board of Directors of the company, the Current Assets, Loans and Advances are expected to be realized approximately at the value at which they are

stated in the accounts in the ordinary course of business.

Note 38:

There are no amounts due and outstanding to be credited to

Investor Education and Protection Fund as at 31 March 2021.

Note 39:

Segments have been identified in accordance with Indian Accounting Standards (Ind AS) 108 on Operating Segments

considering the risk or return profiles of the business. As required under Ind AS 108, the Chief Operating Decision Maker (CODM) evaluates the performance and allocates resources based on analysis of various performance indicators. Accordingly,

information has been presented for the Group''s operating segments and the company has identified business segment as primary segment. The reportable segment is Construction and Engineering Contracts and the business of Construction and

Development of Real Estate is at a nascent stage and no actual operations have commenced.

Note 40:

Royalty on use of construction material is determined by the concerned authorities and the amount of Royalty payable as at year end has not been ascertained in absence of necessary confirmation from the said authorities and the management

does not consider the same to be substantial and material.

Note 41:

During the year, the company has sold 70% shares in respect of one subsidiary, 74% shares in respect of two subsidiaries, 100% shares in respect of one subsidiary, 51.10% shares in respect of one subsidiary and 49% shares in respect of two subsidiaries.

The company has earned Nil profit on these transactions.

Note 42:

a. The Company has entered into Shareholder and

Share Purchase agreement with Cube Highways and Infrastructure III PTE Limited (Cube Highways) on 31 August 2019 to sell its entire shareholding in five subsidiaries

having projects under construction (as per Hybrid Annuity Mode (''HAM'') Projects ) for total expected consideration of '' 640 crores in a phased manner subject to shareholding

transfer restrictions set out in concession agreement

executed between National Highways Authority of India and respective subsidiaries and subject to various regulatory and lender approvals.

b. The transaction will be completed in two stages, with the first stage to be completed after the Commercial Operation Date (the “COD”) and the second stage to be completed after expiry of mandatory lock-in period as per the Concession Agreement. Total consideration as stated above, may undergo some changes as per agreed terms on account of prevailing Bank Rate, rate of interest charged by lenders of respective Project, inflation etc. on the date of COD.

c. Since the agreement with Cube Highways are subject to regulatory approvals, lender consent and other applicable approvals, no impact of this proposed transfer has been

given effect to in these results.

Note 43:

As per provisions of the Companies Act, 2013 the Company was required to spend '' 1,366.40/- lakhs (PY. - '' 1,224.89/- lakhs) on CSR activities during the year. The total unspent liability till 31^st March 2020 was '' 3,458.48/- lakhs. The Company has incurred expenditure relating to CSR activities amounting to '' 4,826.45/- lakhs (P.Y. - '' 192.60/- lakhs) and the same is reflected in Other Expenses in Note 23. The company has fully spent the total unspent CSR amount which was outstanding till 31 March 2021.

Note 44:

As per Rule 18(7) of the Companies (Share Capital and Debentures) Rules, 2014, the company had to create a Debenture Redemption Reserve for the purpose of redemption

of debentures at the rate of 25% of the value of the outstanding debentures.

The value of outstanding debenture being '' 60,000/- lakhs at year ending March 2018, the debenture redemption reserve of '' 15,000/- lakhs had been created and the equivalent amount had been transferred from ''Retained Earnings'' to ''Debenture Redemption Reserve''.

Ministry of Corporate Affairs vide notification dated 16 August 2019 amended the Companies (Share Capital and Debentures) Rules, 2014 and it was called as Companies (Share Capital and

Debentures) Amendment Rules, 2019. Based on this notification, the listed Companies were not required to transfer 25% of the value of outstanding Debentures to the Debenture Redemption Reserve. Therefore, no additional amount was transferred to

Debenture Redemtion Reserve post this notification.

The Company has considered the possible effects that may result from COVID-19 in the preparation of these financial statements including the recoverability of carrying amounts of financial and non-financial assets. In developing the assumptions relating to the possible future uncertainties in the global economic conditions because of COVID-19, the Company has, at the date of approval of the financial statements, used internal and external sources of information and expects that the carrying amount of the assets will be recovered.

The impact assessment of COVID-19 is a continuing process given the uncertainties associated with its nature and duration and accordingly the impact may be different from that estimated as at the date of approval of these financial results. The Company will continue to monitor any material changes to future economic conditions.

Note 46:

Loan Moratorium facility vide RBI circular

Due to difficulty faced by the borrowers in repayment of loans due to cash flow issues amid lockdown because of Covid-19 pandemic, RBI vide its Notification Ref RBI/2019-201186 DOR.No .BPBC.47l21 .04.04812019-20 dated 27^th March 2020 (COVID-19 Regulatory Package) has asked the bankers to provide three months moratorium in loan repayments to its borrowers. The company had opted for this facility and has intimated to the respective bankers vide letter dated 28^th March 2020 asking for keeping all the payments due from the company under the Consortium Loan Agreement, any interests and charges therein in abeyance for the month of April and May 2020.

In view of the extension of the lockdown and continuing disruptions on account of COVID-19, RBI vide its letter dated May 22, 2020 had decided to permit lending institutions to extend the moratorium on term loan instalments by another three months, i.e., from June 1, 2020 to August 31, 2020. In regards to same, the Company had opted for this facility and has intimated to the respective bankers vide letter dated May 25, 2020 asking for keeping all the payments due from the company under the Consortium Loan Agreement, any interests and charges therein in abeyance for the month of June 01, 2020 to August 31, 2020.

Note 47: Invocation of Force Majeure Clause due to impact of Covid-19

Ministry of Finance vide its Notification Ref. no. F.18/4/2020-PPD, has announced on 13^th May 2020 that is respect of public-private partnership concession contracts, a period of the contract may have become unremunerative. Therefore, after fulfilling due procedure and wherever applicable, contractor may invoke Force Majeure Clause (FMC) for all construction/work contracts and in such event, date for completion of contractual obligations shall stand extended for a period not less than three months

and not more than six months. Accordingly, the Company had invoked FMC for construction contracts and asked for extension of construction period. The Company has been granted the extension for all construction/work contracts in the range of three to nine months.

Note 48:

The disclosure under section 186(4) of the Companies Act, 2013:

(a) Contract with Customers

The company has recognised '' 9,11,530.99/- lakhs (PY. - '' 8,89,551.33/- lakhs) as revenue from Contracts with customers during the year.

(b) Disaggregation of Revenue

Segments have been identified in accordance with Indian Accounting Standards (Ind AS) 108 on Operating Segments

considering the risk or return profiles of the business. As required under Ind AS 108, the Chief Operating Decision Maker (CODM) evaluates the performance and allocates resources based on analysis of various performance indicators. Accordingly, information has been presented for the Group''s operating segments and the company has identified business segment as primary segment. The reportable segment is Construction and Engineering Contracts and the business of Construction and Development of Real Estate is at a nascent stage and no actual operations have commenced.

Therefore the company has identified the reportable segment as ''Construction and Engineering Contracts'' and it believes that this identification best depict show the nature, amount, timing and uncertainty of our revenues and cash flows are affected by industry, market and other economic factors.

Revenue for construction contracts is recognised in profit or Loss in proportion to the stage of completion of the contract. The stage of completion is assessed by reference to surveys of work performed. Otherwise, contract revenue is recognised only to the extent of contract costs incurred that are likely to be recoverable. Revenue in excess of billings is recognised as Unbilled revenue and is classified as Financial Asset for these cases as right to consideration is unconditional upon passage of time.

During the year ended March 31, 2021, '' 54,375.19/- lakhs (PY. - '' 44,476.55/- lakhs) of opening unbilled revenue has been either reclassified to Trade Receivables upon billing to customers on compLetion of miLestone or has been part of closing unbilled revenue.

Changes in Contract Assets and Contract Liabilities are on

account of transaction undertaken in the normaL course of business.

(d) Performance Obligations

The Company has applied the practical expedient as provided in Ind AS 115 and excluded the disclosure relating to remaining performance obLigation for:

(i) Contracts where the original expected duration is one year or Less

(ii) Contracts where the revenue recongnized corresponds directly with the value to the customer of the entity''s performance completed to date. Typically this invoLves those contracts where invoicing is on time and materiaL basis.

Remaining performance obLigation estimates are subject to change and are affected by severaL factors such as terminations, changes in the scope of contracts, periodic revaLidations of estimates and other macro economic factors.

The aggregate amount of transaction price allocated to the performance obLigations that are unsatisfied (or partiaLLy unsatisfied) as at March 31, 2021, after considering the

practical expedient mentioned above is '' 28,07,986.98/-lakhs (PY. - '' 19,08,158.43/- lakhs) out of which 40% is expected to be recognised as revenue within the next one year and the balance thereafter.

Note 51: Figures relating to previous years have been regrouped / rearranged, wherever necessary.

---

Mar 31, 2018

1.1 The company has given interest free loan to its subsidiary and associate companies

1.2 The loan given is repayable by the subsidiaries and associates ‘on demand’.

1.3 Disclosure pursuant to Securities and Exchage Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 and section 186 of the Companies Act, 2013

2.1 * Includes Fixed Deposits of Rs. 15,294.49/- lakhs (P.Y. Rs. 12,781.74/- lakhs) which have been kept as margin money for Bank Guarantee/Letter of Credit availed from bank and Rs. 953.13/- lakhs (P.Y. Rs. 910.21/- lakhs ) which have been kept as Collateral Security for various facilities availed from the bank

* Includes Rs. 509.33/- lakhs (P.Y. Rs. 262.75/- lakhs) receivable from related parties.

# Includes Rs. 2,522.16/- lakhs (P.Y. Rs. 326.77/- lakhs) receivable from related parties.

a Includes Rs. 4.23/- lakhs (P.Y. Rs. 74.19/- lakhs) receivable from related parties.

aa Includes Rs. Nil (P.Y. Rs. 20.29/- lakhs) receivable from related parties.

A) Terms/rights attached to equity shares

i. The Company has one class of shares referred to as Equity Shares having face values of Rs. 10/- each.

ii. Out of issued, subscribed and paid up Equity Shares 7,04,76,264 Equity Shares were allotted as Bonus Shares by capitalization of Security Premium and Surplus during last five years

Details of terms of repayment and securities provided in respect of secured term loans are as under: 1) Non-Current borrowings

a) Debentures

- The securities provided is as follows:

i. First exclusive charge on fixed assets of the Company to the extent of 1.25 times of outstanding borrowing through NCDs together with Interest etc.

ii. Company to lien mark sanctioned bank lines in favour of debenture holders at least 20 days before any scheduled redemption date for the amount equivalent which is due on the redemption date.

iii. The details of redemption is as follows:

Series- l: 450 NCDs of Rs. 10,00,000 each redeemable on 28-Dec-2019

Series- ll: 450 NCDs of Rs. 10,00,000 each redeemable on 28-Mar-2020

Series- III:450 NCDs of Rs. 10,00,000 each redeemable on 28-Jun-2020

Series -lV:450 NCDs of Rs.10,00,000 each redeemable on 28-Sep-2020

Series -V: 450 NCDs of Rs.. 10,00,000 each redeemable on 28-Dec-2020

Series -Vl: 450 NCDs of Rs. 10,00,000 each redeemable on 28-Mar-2021

Series -VIl: 450 NCDs of Rs. 10,00,000 each redeemable on 28-Jun-2021

Series -VIII: 450 NCDs of Rs. 10,00,000 each redeemable on 28-Sep-2021

Series -XI: 450 NCDs of Rs. 10,00,000 each redeemable on 28-Dec-2021

Series -X: 450 NCDs of Rs. 10,00,000 each redeemable on 28-Mar-2022

Series -XI :500 NCDs of Rs. 10,00,000 each redeemable on 28-Jun-2022

Series- XII: 500 NCDs of Rs. 10,00,000 each redeemable on 28-Sep-2022

Series -Xll: 500 NCDs of Rs. 10,00,000 each redeemable on 28-Dec-2022

b) Term Loan from Banks

- The securities provided for the Term loan from Banks amounting to Rs. 11,760.04/- lakhs (P.Y. - Rs. 34,160.94/- lakhs) is as follows:”

i. Personal guarantee of Mr. Dilip Suryavanshi, the managing director of the company.

ii. The loans are secured by way of hypothecation of the respective vehicles.

- The securities provided for the Term loan from Banks amounting to Rs. 12,247.64/- lakhs (P.Y. - Rs. 7,914.81/- lakhs) is as follows:”

i. Unconditional and irrevocable Personal guarantee of Mr. Dilip Suryavanshi, the managing director of the company, Mrs. Seema Suryavanshi, the whole time director and Mr. Devendra Jain, the CEO; till the tenancy of loan.

ii. Exclusive charge by way of hypothecation of the respective vehicles

- The above loans carry interest rates ranging from 9.00% to 13.50%. The loans are repayable in monthly installments along with interest.

c) Loan from financial institutions

- The securities provided for the Term loan from financial institutions amounting to Rs. 21,307.90/lakhs (P.Y. - Rs. 56,951.35/- lakhs) is as follows:

i. Personal guarantee of Mr. Dilip Suryavanshi, the managing director of the company.

ii. The loans are secured by way of hypothecation of the respective vehicles.

- The securities provided for the Term loan from financial institutions amounting to Rs. 8,499.95/- lakhs (P.Y. - Rs. Nil) is as follows:

i. Pledge of Equtiy Shares of Dilip Buildcon Limited held by Mr Dilip Suryavanshi, Managing Director of the Company, the market value of which is not less than 2.00 times the outstanding obiligations of the borrower at the point of facility drawndown 22,68,000 shares of Dilip Buildcon Limited held by Mr Dilip Suryavanshi, Managing Director of the company, has been pledged as security”

ii. Personal guarantee of Mr. Dilip Suryavanshi, the managing director of the company and Mr. Devendra Jain, the CEO of the company.

iii. Irrevocable Power of Attorney in favour of lender to sell/ dispose of pledged shares in case of default.

- The securities provided for the Term loan from financial institutions amounting to Rs. 7,514.50/- lakhs (P.Y. - Rs. Nil) is as follows:

i. Pledge of Equtiy Shares of Dilip Buildcon Limited held by Mr Dilip Suryavanshi, Managing Director of the Company, the market value of which is not less than 2.10 times the outstanding obiligations of the borrower at the point of facility drawndown 24,00,000 shares of Dilip Buildcon Limited held by Mr Dilip Suryavanshi, Managing Director of the company, has been pledged as security

ii. Personal guarantee of Mr. Dilip Suryavanshi, the managing director of the company and Mr. Devendra Jain, the CEO of the company.

- The above loans carry interest rates ranging from 8.50% to 13.50%. The loans are repayable in monthly installments along with interest.

- The loans are secured by way of hypothecation of the respective vehicles.

2) Current borrowings

a) Loans payable on demand from Banks

i. Hypothecation of unencumbered plant and machinery and equipments (present and future).

ii. Pledge of Fixed Deposit Receipts standing in the name of the company

iii. Pledge of 1802000 equity shares of Dilip Buildcon Limited held by Mr Dilip Suryavanshi Managing Director of the Company

iv. Pari Passu charge of all lender banks by of hypothecation of stock of Material, Stock-in-process i.e. Cement, Steel, Steel Pipes, Gitty, Murram, Bolders, Diesel, Bituminous, oil grease etc. used in construction works at various sites of the company, work in progress, completed projects along with book-debts and the Government receivables there against.

v. Margin provided: 25% for Stocks / Receivables 25% for receivables upto 6 months 40% for retention receivable up to 12 months (only with Government Departmens)”

vi. Personal guarantee of Mr. Dilip Suryavanshi, the managing director of the company, Mrs. Seema Suryavanshi, the whole time director, Mr. Devendra Jain, the CEO and Ms. Preeti Jain, the relative of the CEO

vii. Guarantee of the firm M/s B. S. Associates

viii. The collateral securities provided for the above loans are as follows:

Pari Passu charge of all lender banks by way of Extension of Equitable Mortgage of the following Immovable properties:

1) House No.38 at Railway Housing Society Shahpura standing in the name of, the whole time director of the company.

2) VacantPlot khasra No. 9/1/2/1/4 situated at vill. Banjari, Kolar Road, Bhopal standing in the name of, the managing director of the company.

3) Vacant plot at K.No. 83/2/1, P.H.No.35; R.N.M. - 4, vill. ChapriRatibar, Bhopal, standing in the name of, the whole time director of the company.

4) Plot at Khasra No. 235 (Old 85,86/1, 87/23) ; PatwariHalka No. 35, Vill. Chapri, Ratibar Tehsil- Huzur; Distt. Bhopal, standing in the name of the whole time director of the company.

5) Diverted land at Khasra No 56 at Village Sevania Tehsil Huzur Dist. Bhopal, standing in the name of, the whole time director of the company.

6) 3 flats viz G-1, G-II & 302 at plot No B-235,Janki Apartment Shahpura, Bhopal, standing in the name of, the whole time director of the company.

7) Diverted Land at Survey No. 9/1/2/1/5, Gram Banjari, Near Ganpati Enclave, Ph no. 39, Kolar Road, Tehsil Huzur, Bhopal standing in the name of relative of the whole time director of the company.

8) Diverted Land at Survey No. 7/3/1, Gram Baradari, Falodi Colony, Ward No. 14, Ph No. 18 (Behind Vivekanand School) Pargana, Raigarh, Tehsil & District Rajgarh (M.P) H. No. 7/522) standing in the name of the whole time director of the company.

9) Diverted Land at Survey No. 7/3/1, Gram Baradari, Falodi Colony, Ward No. 14, Ph No. 18 (Behind Vivekanand School) Pargana, Raigarh, DistrictRajgarh (M.P) H. No. 7 standing in the name of the whole time director of the company and its relative.

10) Land at part Khasra No. 315/2, PatwariHalka No. 35 R N M - 4, Gram Chapri (Ratlam) Vikas KhandFanda, Tehsil Huzur, Bhopal. Standing in the name of, the whole time director of the company

11) Immovable property at khasra no. 51/1/2/1, 51/1/2/2, 51/1/2/3, 51/1/2/4, Behind Halalpura Bus Stand, Bhopal standing in the name of B.S. Associates (partnership firm).

12) House on Plot No C/2, C/3A, C/14, C/15, Falaudi Colony, New Ward No 15, Near Swami Vivekanand Public School, Rajgarh standing in the name of relative of the whole time director of the Company.

3.1 The claims against the company not acknowledged as debts include claims made by others under various laws.

3.2 Assessment of Sales Tax Liability in respect of earlier years is under progress and the additional liability if any, would be determinable only on completion of said assessments.

3.3 The Company as part of its various commitments to be fulfilled under Construction Contracts has provided Bank Guarantees to various parties.

3.4 The Company had filed its Income Tax Return for the Assessment year 2013-14(Covered under the application made to the Settlement Commission) wherein it has claimed deduction u/s 80IA. The said deduction has been disallowed by the Income Tax Authorities against which the Company has appealed to the High Court. The Company is yet to receive the final order from the High Court.

3.5 The company has received the order from the Income Tax department for the Assessment Year 2014-15 claiming the tax payable of Rs. 1,227.76 lakhs against which the company has filed the reply; the final outcome of which is still pending.

The Company maintains policies and procedures to value financial assets or financial liabilities using the best and most relevant data available. In addition, the Company internally reviews valuations, including independent price validation for certain instruments. Further, in other instances, Company retains independent pricing vendors to assist in corroborating the valuations of certain instruments.

The fair value of the financial assets and liabilities are included at the amount at which the instrument that would be received to sell an asset or paid to transfer liability in an orderly transaction between market participants at the measurement date.

The following methods and assumptions were used to estimate the fair values:

* The company has not disclosed the fair values of trade payables, trade receivables and cash and cash equivalents because their carrying amounts are reasonable approximation of fair value.

Fair value of security deposits have been estimated using a discounted cash flow model. The valuation requires management to make certain assumptions about interest rates, maturity period, credit risk, forecated cash flows.

Long-term fixed-rate and variable-rate receivables/borrowings are evaluated by the company based on parameters such as interest rates, individual creditworthiness of the customer and the risk characteristics of the financed project. Based on this evaluation, allowances are taken into account for the expected credit losses of these receivables. As of reporting date the carrying amounts of such receivables, net of allowances are not materially different from their calculated fair values.

Carrying value of loans from banks, other non current borrowings and other financial liabilities is estimated by discounting future cash flows using rates currently available for debt on similar terms, credit risk and remaining maturities. The own non- performance risk as at reporting date was assessed to be insignificant.

Fair value hierarchy

The following table provides the fair value measurement hierarchy of Company’s assets and liabilities grouped into Level 1 to Level 3 as described in significant accounting policies - Note 1. Further table describes the valuation techniques used, key inputs to valuations and quantitative information about significant unobservable inputs for fair value measurements.

During the year ended 31 March 2018 and 31 March 2017 there were no transfers between level 1 and level 2 fair value measurements and no transfers into and out of level 3 fair value measurement.

Note 4: Employee Benefits :

i Defined Contribution Plans:

a) Amount of Rs. 3,385.99/- lakhs (P.Y. Rs.2,272.22/- lakhs) is recognised as an expense and included in “Employees benefits expense” (Note 21) in the Profit and Loss Statement.

b) The expenses for leave entitlement recognised in the profit and loss statement is Rs. 240.90/- lakhs (P.Y. Rs. 306.71/lakhs)

ii Defined Benefit Plans:

Basis used to determine the overall expected return:

The net interest approach effectively aasumes an expected rate of return on plan assets equal to the beginning of the year Discount Rate. Expected return of 7.90% has been used for the valuation purpose.

h) Principal actuarial assumptions at the balance sheet date (expressed as weighted averages)

1 Discount rate as at 31-03-2018 - 7.30%

2 Expected return on plan assets as at 31-03-2018: 7.30%

3 Salary growth rate : For Gratuity Scheme - 8.00%

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

i) The amounts pertaining to defined benefit plans are as follows:

j) General descriptions of defined plans: 1 Gratuity Plan:

The Company operates gratuity plan wherein every employee is entitled to the benefit equivalent to fifteen days salary last drawn for each completed year of service. The same is payable on termination of service or retirement whichever is earlier. The benefit vests after five years of continuous service.

k) The Company expects to fund Rs.826.47/- lakhs towards its gratuity plan in the year 2018-19.

l) Sensitivity analysis

Sensitivity analysis indicates the influence of a reasonable change in certain significant assumptions on the outcome of the Present value of obligaion(PVO). Sensitivity analysis is done by varying (increasing/ decresing) one parameter by 50 basis points (0.5%)

Note 5: Financial risk management policy and objectives

The key objective of the Company’s capital management is to ensure that it maintains a stable capital structure with the focus on total equity to uphold investor, creditor, and customer confidence and to ensure future development of its business. The Company is focused on maintaining a strong equity base to ensure independence, security, as well as financial flexibility for potential future borrowings, if required without impacting the risk profile of the Company.

Company’s principal financial liabilities, comprise borrowings from banks, trade payables and security deposits. The main purpose of these financial liabilities is to finance Company’s operations (short term). Company’s principal financial assets include investments, security deposit, trade and other receivables, deposits with banks and cash and cash equivalents, that derive directly from its operations.

Company is exposed to market risk, credit risk and liquidity risk.

The Company’s senior management oversees the management of these risks. The Company’s senior management is supported by a financial risk committee that advises on financial risks and the appropriate financial risk governance framework for the Company. The financial risk 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.”

Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises three types of risk interest rate risk, currency risk and other price risk such as equity price risk and commodity risk. Financial instruments affected by market risk include borrowings, trade and other payables, security deposit, trade and other receivables, deposits with banks.

The sensitivity analysis in the following sections relate to the position as at 31 March 2018 and 31 March 2017. The sensitivity of the relevant income statement item is the effect of the assumed changes in respective market risks. The sensitivity analysis have been prepared on the basis that the amount of net debt and the ratio of fixed to floating interest rates of the debt are constant at 31 March 2018.

The analysis exclude the impact of movements in market variables on: the carrying values of gratuity, other post retirement obligations and provisions

Company’s activities exposed to interest rate risk.

a) Interest rate risk

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. At the reporting date the interest rate profile of the Company’s interest bearing financial instruments are follows:

The Company is exposed to debt obligations with variable interest rates. Accordingly, interest rate sensitivity disclosure is applicable and disclosed below:

Credit risk on trade receivables and unbilled work-in-progress is limited as the customers of the Company mainly consists of the government promoted entities having a strong credit worthiness. For other customers, the Company uses a provision matrix to compute the expected credit loss allowance for trade receivables and unbilled work-in-progress. The provision matrix takes into account available external and internal credit risk factors such as credit ratings from credit rating agencies, financial condition, ageing of accounts receivable and the Company’s historical experience for customers.

An impairment analysis is performed at each reporting date on an individual basis for major clients. In addition, a large number of minor receivables are grouped into homogenous groups and assessed for impairment collectively. The calculation is based on exchange losses historical data. The maximum exposure to credit risk at the reporting date is the carrying value of each class of financial assets disclosed in Note 7. The Company does not hold collateral as security. The Company evaluates the concentration of risk with respect to trade receivables as low, as its customers are located in several jurisdictions and industries and operate in largely independent markets.

b) Financial instruments and cash deposits

Credit risk from balances with banks and financial institutions is managed by the company in accordance with company’s policy. Investments of surplus funds are made only with approved counterparties and within credit limits assigned to each counterparty. Company monitors rating, credit spreads and financial strength of its counter parties. Company monitors ratings, credit spread and financial strength of its counter parties. Based on ongoing assessment company adjust it’s exposure to various counterparties. Company’s maximum exposure to credit risk for the components of balance sheet is the carrying amount as disclosed in Note 8.

Note 6: Capital management

Liquidity risk is the risk that the Company may not be able to meet its present and future cash flow and collateral obligations without incurring unacceptable losses. Company’s objective is to, at all time maintain optimum levels of liquidity to meet its cash and collateral requirements. Company closely monitors its liquidity position and deploys a robust cash management system. It maintains adequate sources of financing at optimised cost.

The table summarises the maturity profile of company’s financial liabilities based on contractual undiscounted payments and borrowings, trade and other payables, less cash and cash equivalents, excluding discontinued operations.”

For the purpose of the Company’s capital management, capital includes issued equity capital , share premium and all other equity reserves. The primary objective of the Company’s capital management is to maximise the shareholder value.

The Company manages its capital structure and makes adjustments in light of changes in economic conditions and the requirements of the financial covenants. To maintain or adjust the capital structure, Company may adjust the dividend payment to shareholders, return capital to shareholders or issue new shares. Company monitors capital using a gearing ratio, which is net debt divided by total capital plus net debt. The Company includes within net debt, interest bearing loans

Note 7: Disclosure of Creditors outstanding under MSMED Act, 2006

Disclosure of sundry creditors under current liabilities is based on the information available with the Company regarding the status of the suppliers as defined under the “Micro, Small and Medium Enterprises Development Act, 2006” (the Act). There are no delays in payment made to such suppliers and there is no overdue amount outstanding as at the Balance sheet date. Relevant disclosures as required under the Act are as follows:

* One of the Sundry Creditor of the company registered under the MSME Act, 2006 has filed a case against the company claiming an amount of Rs. 32,28,769/- (including interest). The said creditor and the company have entered into an out of court settlement and the company has agreed to pay Rs. 28,74,641/-(excluding interest). The final outcome of the same will be known on disposal of the complaint by the designated court. The agreed amount has been already paid by the company

Note 8

The Company has taken certain Premises/Fixed assets under lease, leave and license agreements for the year which generally range between 11 months to 3 years. These arrangements are renewable by mutual consent on mutually agreed terms. The total lease rent and office rent payments amounting to Rs. 6,293.53/- Lakhs (P.Y. Rs. 3,250.11/- Lakhs) has been charged to Statement of Profit and Loss as Lease Rent Expense under Note No. 19 and Office Rent under Note No. 23. Also the company has entered into operating lease arrangement for equipments during the current year. Expenses for equipment leasing payments in respect of these equipments as on 31 March 2018 is as below:

Note 9

i. Balances of Debtors, Creditors, Advances, Deposits, and Unsecured Loans etc are subject to confirmation and reconciliation.

ii. In opinion of the Board of Directors of the company, the Current Assets, Loans and Advances are expected to be realized approximately at the value at which they are stated in the accounts in the ordinary course of business.

Note 10

There are no amounts due and outstanding to be credited to Investor Education and Protection Fund as at 31st March 2018.

Note 11

Segments have been identified in accordance with Indian Accounting Standards (Ind AS) 108 on Operating Segments considering the risk or return profiles of the business. As required under Ind AS 108, the Chief Operating Decision Maker (CODM) evaluates the performance and allocates resources based on analysis of various performance indicators. Accordingly, information has been presented for the Group’s operating segments and the company has identified business segment as primary segment. The reportable segment is Construction and Engineering Contracts and the business of Construction and Development of Real Estate is at a nascent stage and no actual operations have commenced.

Note 12

Royalty on use of construction material is determined by the concerned authorities and the amount of Royalty payable as at year end has not been ascertained in absence of necessary confirmation from the said authorities and the management does not consider the same to be substantial and material.

a. The company had signed indicative Term sheet with a party on August 24, 2017 in respect of 24 subsidiaries for divestment of its entire stake. The Share acquisition cum shareholders agreement in respect of these 24 subsidiaires was entered into in March 2018.

b. The Company has sold 70% of its shareholding in respect of nine subsidiaries and 48.90% in respect of one subsidiary. The Company has earned a profit of Rs.2379.25 lakhs on transfer of shares which has been reflected as Exceptional item in the statement of profit and loss.

The Balance shareholding in these companies will be transferred on fulfillment of the conditions as specified in the Share acquisition cum shareholders agreement. The investment in these subsidiaries is disclosed in accordance with provisions of Ind AS 105 Non-current Assets held for sale and Discontinued Operations.

c. In respect of the balance 14 subsidiaries, the actual transfer of shares will be executed after obtaining the necessary approvals as specified in the Share acquisition cum shareholders agreement. The Company has recognised Rs.3900.02 lakhs as impairment loss on the investment in these subsidiaries. The same has been reflected as Exceptional item in the statement of profit and loss. The investment in these subsidiaries is disclosed in accordance with provisions of Ind AS 105 Non-current Assets held for sale and Discontinued Operations.

Note 13

As per provisions of the Companies Act, 2013 the Company was required to spend Rs.531.71/- lakhs (P.Y. Rs.454.80/- lakhs) on CSR activities during the preceding year. The Company had incurred expenditure relating to CSR activities amounting to Rs. 233.66/- lakhs (P.Y. Rs. 7.02/- lakhs) and the same is reflected in Other Expenses in Note 23.

Note 14

As per Rule 18(7) of the Companies (Share Capital and Debentures ) Rules, 2014, the company has to create a Debenture Redemption Reserve for the purpose of redemption of debentures at the rate of 25% of the value of the outstanding debentures.

The value of outstanding debenture being Rs. 60,000/- lakhs at year ending March 2018, the debenture redemption reserve of Rs.15,000/- lakhs has been created and the equivalent amount has been transferred from ‘Retained Earnings’ to ‘Debenture Redemption Reserve’.

The Company had completed its Initial Public Offering (IPO) of Rs.43,000 lakhs pursuant to which 1,96,34,703 Number of Equity Shares of Rs.10 each were allotted at a price of Rs.219/-per equity share in the previous year. The Equity shares of the Company were listed on National Stock Exchange and Bombay Stock Exchange on 11th August 2016. The details of Utilisation of IPO proceeds are as under:

Reconciliation between opening and closing balances in the balance sheet for liabilities arising from financing activities as required by Ind AS 7 “Statement of Cash Flows” is as under:

Note 15

Figures relating to previous years have been regrouped / rearranged, wherever necessary.

---

Mar 31, 2017

Note: 1. Borrowings

Details of terms of repayment and securities provided in respect of secured term loans are as under:

1) Non-Current borrowings

a) Term Loan from Banks

- The securities provided for the Term loan from Banks amounting to Rs. 1,757.36/- lakhs (31 March 2016 -Rs. 2,283.70/- lakhs and 01 April 2015 - Rs. 2,527.53/lakhs) is as follows:

i. Personal guarantee of Mr. Dilip Suryavanshi, the managing director of the company, Mrs. Seema Suryavanshi, the whole time director, Mr. Devendra Jain, the CEO and Ms. Preeti Jain, the relative of the CEO

ii. Guarantee of the firm M/s B. S. Associates

- The securities provided for the Term loan from Banks amounting to Rs. 2,916.67/- lakhs (31 March 2016 -Rs. 4,583.33/- lakhs and 01 April 2015 - Rs. 5,000.00/- lakhs) is as follows:

i. Personal guarantee of Mr. Dilip Suryavanshi, the managing director of the company, Mrs. Seema Suryavanshi, the whole time director, Mr. Devendra Jain, the CEO and Ms. Preeti Jain, the relative of the CEO

ii. Guarantee of the firm M/s B. S. Associates

iii. Exclusive charge on properties (non agricultural land) and machinery

iv. Additional tangible security to the satisfaction of the bank

- The securities provided for the Term loan from Banks amounting to Rs. 8,690.00/- lakhs (31 March 2016 -Rs. 9,950.00/- lakhs and 01 April 2015 - Rs. Nil) is as follows:

i. Personal guarantee of Mr. Dilip Suryavanshi, the managing director of the company and Mr. Devendra Jain, the CEO

ii. Exclusive charge on non agricultural land held by M/s Shreenathji Builders and Promoters and machinery owned by the Company

iii. Exclusive pledge of equity shares of DBL held by the Promoter of the Company to provide the security coverage of 1 times the amount of loan

- The securities provided for the balance Term loan from Banks amounting to Rs. 28,711.72/- lakhs (31 March 2016 - Rs. 24,272.86/- lakhs and 01 April 2015 - Rs. 18,626.80/- lakhs) is secured by way of hypothecation of the respective vehicles purchased and personal guarantee of the directors.

- The above loans carry interest rates ranging from 9.00% to 13.50%. The loans are repayable in monthly installments along with interest.

b) Loan from financial institutions

- The securities provided for the Term loan from financial institutions amounting to Rs. 3,325.00/- lakhs (31 March 2016 - Rs. Nil and 01 April 2015 - Rs. Nil) is as follows:

i. Unconditional and irreovcable bank guarantee

- The balance portion of loans from financial institutions amounting to Rs. 53,626.35/- lakhs (31 March 2016 -Rs. 60,947.67/- lakhs and 01 April 2015 - Rs. 50,894.40/- lakhs) are taken for the purpose of purchase of vehicles.

- The above loans carry interest rates ranging from 8.50% to 13.50%. The loans are repayable in monthly installments along with interest.

- The loans are secured by way of hypothecation of the respective vehicles.

2) Current borrowings

a) Loans payable on demand from Banks

i. Hypothecation of unencumbered plant and machinery and equipments (present and future).

ii. Pledge of Fixed Deposit Receipts standing in the name of the company

iii. Pari Passu charge of all lender banks by way of hypothecation of stock of Material, Stock-in-process i.e. Cement, Steel, Steel Pipes, Gitty, Murram, Bolders, Diesel, Bituminous, oil grease etc. used in construction works at various sites of the company, work in progress, completed projects along with book-debts and the Government receivables there against.

iv. Margin provided: 25% for Stocks / Receivables 25% for receivables upto 6 months 40% for retention receivable up to 12 months (only with Government Departments)

v. Personal guarantee of Mr. Dilip Suryavanshi, the managing director of the company, Mrs. Seema Suryavanshi, the whole time director, Mr. Devendra Jain, the CEO and Ms. Preeti Jain, the relative of the CEO

vi. Guarantee of the firm M/s B. S. Associates

vii. The collateral securities provided for the above loans are as follows:

Pari Passi charge of all lender banks by way of Extension of Equitable Mortgage of the following Immovable properties:

1) House No.38 at Railway Housing Society Shahpura standing in the name of, the whole time director of the company.

2) VacantPlot khasra No. 9/1/2/1/4 situated at vill. Banjari, Kolar Road, Bhopal standing in the name of, the managing director of the company.

3) Vacant plot at K.No. 83/2/1, P.H.No.35; R.N.M. - 4, vill. ChapriRatibar, Bhopl, standing in the name of, the whole time director of the company.

4) Plot at Khasra No. 235 (Old 85,86/1, 87/23) ;

PatwariHalka No. 35, Vill. Chapri, Ratibar Tehsil- Huzur;

Distt. Bhopal, standing in the name of the whole time director of the company.

5) Diverted land at Khasra No 56 at Village Sevania Tehsil Huzur Dist. Bhopal, standing in the name of, the whole time director of the company.

6) 3 flats viz G-1, G-II & 302 at plot No B-235,Janki Apartment Shahpura, Bhopal, standing in the name of, the whole time director of the company.

7) Diverted Land at Survey No. 9/1/2/1/5, Gram Banjari, Near Ganpati Enclave, Ph no. 39, Kolar Road, Tehsil Huzur, Bhopal standing in the name of relative of the whole time director of the company.

8) Diverted Land at Survey No. 7/3/1, Gram Baradari, Falodi Colony, Ward No. 14, Ph No. 18 (Behind Vivekanand School) Pargana, Raigarh, Tehsil & District Rajgarh (M.P) H. No. 7/522) standing in the name of the whole time director of the company.

9) Diverted Land at Survey No. 7/3/1, Gram Baradari, Falodi Colony, Ward No. 14, Ph No. 18 (Behind Vivekanand School) Pargana, Raigarh, DistrictRajgarh (M.P) H. No. 7 standing in the name of the whole time director of the company and its relative.

10) Land at part Khasra No. 315/2, PatwariHalka No. 35 R N M - 4, Gram Chapri (Ratlam) Vikas KhandFanda, Tehsil Huzur, Bhopal. Standing in the name of, the whole time director of the company

11) Immovable property at khasra no. 51/1/2/1, 51/1/2/2, 51/1/2/3, 51/1/2/4, Behind Halalpura Bus Stand, Bhopal standing in the name of B.S. Associates (partnership firm).

12) House on Plot No C/2, C/3A, C/14, C/15, Falaudi Colony, New Ward No 15, Near Swami Vivekanand Public School, Rajgarh standing in the name of relative of the whole time director of the Company.

2.1 The claims against the company not acknowledged as debts include claims made by others under various laws.

2.2 Assessment of Sales Tax Liability in respect of earlier years is under progress and the additional liability if any, would be determinable only on completion of said assessments.

2.3 The Company as part of its various commitments to be fulfilled under Construction Contracts has provided Bank Guarantees to various parties.

2.4 Subsequent to the survey proceedings u/s 133 of the Income Tax Act initiated by the Department in the earlier years, the Company has filed an application before the Income Tax Settlement Commission for Assessment Year 2007-08 to 2013-14. The Company is yet to receive the final orders towards outcome of the same.

2.5 The Company had filed its Income Tax Return for the Assessment year 2013-14(Covered under the application made to the Settlement Commission) wherein it has claimed deduction u/s 80IA. The said deduction has been disallowed by the Income Tax Authorities against which the Company has appealed to the High Court. The Company is yet to receive the final order from the High Court.

2.6 The company has received the order from the Income Tax department for the Assessment Year 2014-15 claiming the tax payable of Rs. 1,227.76 lakhs against which the company has filed the reply; the final outcome of which is still pending.

Note: 3. Fair value of financial assets and liabilities

Set out below, is a comparison by class of the carrying amounts and fair value of the Company’s financial instruments that are recognised in the financial statements.

The Company maintains policies and procedures to value financial assets or financial liabilities using the best and most relevant data available. In addition, the Company internally reviews valuations, including independent price validation for certain instruments. Further, in other instances, Company retains independent pricing vendors to assist in corroborating the valuations of certain instruments.

The fair value of the financial assets and liabilities are included at the amount at which the instrument that would be received to sell an asset or paid to transfer liability in an orderly transaction between market participants at the measurement date.

“ The following methods and assumptions were used to estimate the fair values:”

* The company has not disclosed the fair values of trade payables, trade receivables and cash and cash equivalents because their carrying amounts are reasonable approximation of fair value.

Fair value of security deposits have been estimated using a discounted cash flow model. The valuation requires management to make certain assumptions about interest rates, maturity period, credit risk, forecated cash flows.

Long-term fixed-rate and variable-rate receivables / borrowings are evaluated by the company based on parameters such as interest rates, individual creditworthiness of the customer and the risk characteristics of the financed project. Based on this evaluation, allowances are taken into account for the expected credit losses of these receivables. As of reporting date the carrying amounts of such receivables, net of allowances are not materially different from their calculated fair values.

Carrying value of loans from banks, other non current borrowings and other financial liabilities is estimated by discounting future cash flows using rates currently available for debt on similar terms, credit risk and remaining maturities. The own non- performance risk as at reporting date was assessed to be insignificant.

Fair value hierarchy

The following table provides the fair value measurement hierarchy of Company’s assets and liabilities grouped into Level 1 to Level 3 as described in significant accounting policies - Note 1. Further table describes the valuation techniques used, key inputs to valuations and quantitative information about significant unobservable inputs for fair value measurements.

Note: 4. Employee Benefits

i Defined Contribution Plans:

a) Amount of Rs. 2,272.22/- lakhs (P.Y. Rs.1,792.02/-lakhs) is recognised as an expense and included in “Employees benefits expense” (Note 21) in the Profit and Loss Statement.

b) The expenses for leave entitlement recognised in the profit and loss statement is Rs. 306.71/- lakhs (P.Y. Rs. 469.00/- lakhs)

ii Defined Benefit Plans:

a) The amounts recognised in Balance Sheet are as follows:

Basis used to determine the overall expected return:

The net interest approach effectively aasumes an expected rate of return on plan assets equal to the beginning of the year Discount Rate. Expected return of 7.90% has been used for the valuation purpose.

c) Principal actuarial assumptions at the balance sheet date (expressed as weighted averages)

1 Discount rate as at 31-03-2017 - 6.95%

2 Expected return on plan assets as at 31-03-2017: 6.95%

3 Salary growth rate : For Gratuity Scheme - 8.00%

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

d) General descriptions of defined plans:

1 Gratuity Plan:

The Company operates gratuity plan wherein every employee is entitled to the benefit equivalent to fifteen days salary last drawn for each completed year of service. The same is payable on termination of service or retirement whichever is earlier. The benefit vests after five years of continuous service.

e) The Company expects to fund Rs.1,00,00,000/- towards its gratuity plan in the year 2017-18.

f) Sensitivity analysis

Sensitivity analysis indicates the influence of a reasonable change in certain significant assumptions on the outcome of the Present value of obligaion(PVO). Sensitivity analysis is done by varying (increasing/ decresing) one parameter by 50 basis points (0.5%)

Note: 5. Financial risk management policy and objectives

“The key objective of the Company’s capital management is to ensure that it maintains a stable capital structure with the focus on total equity to uphold investor, creditor, and customer confidence and to ensure future development of its business. The Company is focused on maintaining a strong equity base to ensure independence, security, as well as financial flexibility for potential future borrowings, if required without impacting the risk profile of the Company.

Company’s principal financial liabilities, comprise borrowings from banks, trade payables and security deposits. The main purpose of these financial liabilities is to finance Company’s operations (short term). Company’s principal financial assets include investments, security deposit, trade and other receivables, deposits with banks and cash and cash equivalents, that derive directly from its operations.

Company is exposed to market risk, credit risk and liquidity risk.

i) Market risk

Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises three types of risk interest rate risk, currency risk and other price risk such as equity price risk and commodity risk. Financial instruments affected by market risk include borrowings, trade and other payables, security deposit, trade and other receivables, deposits with banks.

The sensitivity analysis in the following sections relate to the position as at 31 March 2017 and 31 March 2016. The sensitivity of the relevant income statement item is the effect of the assumed changes in respective market risks. The sensitivity analysis have been prepared on the basis that the amount of net debt and the ratio of fixed to floating interest rates of the debt are constant at 31 March 2017.

The analysis exclude the impact of movements in market variables on: the carrying values of gratuity, other post retirement obligations and provisions.

Company’s activities exposed to interest rate risk.

a) Interest rate risk

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. At the reporting date the interest rate profile of the Company’s interest bearing financial instruments are follows:

The Company is exposed to debt obligations with variable interest rates. Accordingly, interest rate sensitivity disclosure is applicable and disclosed below:

ii) Credit risk

Credit risk on trade receivables and unbilled work-in-progress is limited as the customers of the Company mainly consists of the government promoted entities having a strong credit worthiness. For other customers, the Company uses a provision matrix to compute the expected credit loss allowance for trade receivables and unbilled work-in-progress. The provision matrix takes into account available external and internal credit risk factors such as credit ratings from credit rating agencies, financial condition, ageing of accounts receivable and the Company’s historical experience for customers.

The ageing of trade receivables at the reporting date that were not impaired are as follows :

An impairment analysis is performed at each reporting date on an individual basis for major clients. In addition, a large number of minor receivables are grouped into homogenous groups and assessed for impairment collectively. The calculation is based on exchange losses historical data. The maximum exposure to credit risk at the reporting date is the carrying value of each class of financial assets disclosed in Note 7. The Company does not hold collateral as security. The Company evaluates the concentration of risk with respect to trade receivables as low, as its customers are located in several jurisdictions and industries and operate in largely independent markets.

b) Financial instruments and cash deposits

Credit risk from balances with banks and financial institutions is managed by the company in accordance with company’s policy. Investments of surplus funds are made only with approved counterparties and within credit limits assigned to each counterparty. Company monitors rating, credit spreads and financial strength of its counter parties. Company monitors ratings, credit spread and financial strength of its counter parties. Based on ongoing assessment company adjust it’s exposure to various counterparties. Company’s maximum exposure to credit risk for the components of balance sheet is the carrying amount as disclosed in Note 8.

iii) Liquidity risk

Liquidity risk is the risk that the Company may not be able to meet its present and future cash flow and collateral obligations without incurring unacceptable losses. Company’s objective is to, at all time maintain optimum levels of liquidity to meet its cash and collateral requirements. Company closely monitors its liquidity position and deploys a robust cash management system. It maintains adequate sources of financing at optimised cost.

The table summarises the maturity profile of company’s financial liabilities based on contractual undiscounted payments

“For the purpose of the Company’s capital management, capital includes issued equity capital , share premium and all other equity reserves. The primary objective of the Company’s capital management is to maximise the shareholder value.

The Company manages its capital structure and makes adjustments in light of changes in economic conditions and the requirements of the financial covenants. To maintain or adjust the capital structure, Company may adjust the dividend payment to shareholders, return capital to shareholders or issue new shares. Company monitors capital using a gearing ratio, which is net debt divided by total capital plus net debt. The Company includes within net debt, interest bearing loans and borrowings, trade and other payables, less cash and cash equivalents, excluding discontinued operations.”

Note: 6. Explanation of transition to Ind AS

These are Company’s first financial statements prepared in accordance with Indian Accounting Standards (Ind AS) as notified under Companies’ (Indian Accounting Standards) Rules, 2015. In preparing the financial statements for the year ended 31 March 2016 and balance sheet as at 1 April 2015 (Date of transition), the Company has adjusted amounts reported previously in financial statements prepared in accordance with Indian Generally Accepted Accounting Principles (Indian GAAP). This note explains the principal adjustments made by the Company in restating its Indian GAAP financial statements, including the balance sheet as at 1 April 2015 and the financial statements for the year ended 31 March 2016.

Exemptions applied

“Ind AS 101 allows first-time adopters certain exemptions from the retrospective application of certain requirements under Ind AS. The Company has elected to apply the following exemptions:”

1. Investment in subsidiaries to be carried at cost.

The Company has elected to carry the investment in subsidiaries at cost as at the transition date.

Exceptions applied

1. Estimates

Upon an assessment of the estimates made under Indian GAAP the Company has concluded that there was no necessity to revise such estimates under Ind AS, except where estimates were required by Ind AS and not required by Indian GAAP

Explanation of transition to Ind AS

An explanation of how the transition from Indian GAAP to Ind AS has affected the Company’s financial position, financial performance and cash flow is set out in the following tables and notes that accompany the tables. The reconciliations include

- equity reconciliation as at 1 April 2015;

- equity reconciliation as at 31 March 2016;

- profit reconciliation for the year ended 31 March 2016;

There are no material adjustments to the cash flow statements In the reconciliations mentioned above, certain reclassifications have been made from Indian GAAP financial information to align with the Ind AS presentation.

Notes to the reconciliations:

(a) Proposed dividend

Under Indian GAAP, dividend proposed after the date of the financial statements but prior to the approval of financial statements is considered as an adjusting event, and a provision for dividend is recognised in the financial statements of the period to which the dividend relates.

Under Ind AS, dividend declaration is considered as a nonadjusting event and provision for dividend is recognised only in the period when the dividend is approved by the shareholders in annual general meeting.

(b) Transaction cost incurred on borrowing

Under Indian GAAP, loans and borrowings are stated at historical cost. Under Ind AS, loans and borrowings are recognised at amortised cost using effective interest rate method.

(c) Defect liability provision

Under Indian GAAP, defect liability provision is recorded at transaction price. Under Ind AS, defect liability provision is discounted to its present value where the effect of time value of money is material. The imputed interest on the provision is subsequently recognised in statement of profit and loss.

(d) Interest free security deposit paid

Under Indian GAAP, interest-free lease security deposits paid are reported at their transaction values. Under Ind AS, interest-free security deposits are measured at fair value on initial recognition and at amortised cost on subsequent recognition. The difference between the transaction value and fair value of the lease deposit at initial recognition is treated as prepaid rentals. This amount is recognised in statement of profit and loss on a straight line basis over the lease term.

(e) Expected credit loss

On transition to Ind AS, the Company has recognised provision of loss allowance on trade receivables measured at amoutn equal to lifetime expected credit loss. Consequently, trade receivables measured at amortised cost reduced with a corresponding decrease in retained earnings on the date of transition.

(f) Employee benefit expenses - actuarial gains and losses and return on plan assets

Under Indian GAAP, actuarial gains and losses and return on plan assets on post-employment defined benefit plans are recognised immediately in statement of profit and loss. Under Ind AS, remeasurements which comprise of actuarial gains and losses, return on plan assets and changes in the effect of asset ceiling, if any, with respect to postemployment defined benefit plans are recognised immediately in other comprehensive income (OCI). Further, remeasurements recognised in OCI are never reclassified to statement of profit and loss.

Actuarial gains and losses are recognised in other comprehensive income and transferred to retained earnings. Accordingly, this adjustment does not have any impact on equity.

(g) Deferred tax

Under Indian GAAP, deferred taxes are recognised using income statement approach i.e. reflecting the tax effects of timing differences between accounting income and taxable income for the period. Under Ind AS, deferred taxes are recognised using balance sheet approach i.e. reflecting the tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes using the income tax rates enacted or substantively enacted at reporting date. Also, deferred taxes are recognised on account of the above mentioned changes explained in notes (b) to (e), wherever applicable.

* One of the Sundry Creditor of the company registered under the MSME Act, 2006 has filed a case against the company claiming an amount of Rs. 32,28,769/- (including interest). The said creditor and the company have entered into an out of court settlement and the company has agreed to pay Rs. 28,74,641/- (excluding interest). The final outcome of the same will be known on disposal of the complaint by the designated court. The agreed amount has been already paid by the company

Note: 7. Disclosure of Creditors outstanding under MSMED Act, 2006

Disclosure of sundry creditors under current liabilities is based on the information available with the Company regarding the status of the suppliers as defined under the “Micro, Small and Medium Enterprises Development Act, 2006” (the Act). There are no delays in payment made to such suppliers and there is no overdue amount outstanding as at the Balance sheet date. Relevant disclosures as required under the Act are as follows:

Note 8:

The Company has taken certain Premises/Fixed assets under lease, leave and license agreements for the year which generally range between 11 months to 3 years. These arrangements are renewable by mutual consent on mutually agreed terms. The total lease rent and office rent payments amounting to Rs. 3,250.11/Lakhs (P.Y. Rs. 1,528.96 Lakhs) has been charged to Statement of Profit and Loss as Lease Rent Expense under Note No. 19 and Office Rent under Note No. 23. Also the company has entered into operating lease arrangement for equipments during the current year. Expenses for equipment leasing payments in respect of these equipments as on 31 March 2017 is as below:

Note 9:

Balances of Debtors, Creditors, Advances, Deposits, and Unsecured Loans etc are subject to confirmation and reconciliation.

Note 10:

In opinion of the Board of Directors of the company, the Current Assets, Loans and Advances are expected to be realized approximately at the value at which they are stated in the accounts in the ordinary course of business.

Note 11:

There are no amounts due and outstanding to be credited to Investor Education and Protection Fund as at 31st March 2017.

Note 12:

Segments have been identified in accordance with Indian Accounting Standards (Ind AS) 108 on Operating Segments considering the risk or return profiles of the business. As required under Ind AS 108, the Chief Operating Decision Maker (CODM) evaluates the performance and allocates resources based on analysis of various performance indicators. Accordingly, information has been presented for the Group’s operating segments and the company has identified business segment as primary segment. The reportable segment is Construction and Engineering Contracts and the business of Construction and Development of Real Estate is at a nascent stage and no actual operations have commenced.

Note 13:

Royalty on use of construction material is determined by the concerned authorities and the amount of Royalty payable as at year end has not been ascertained in absence of necessary confirmation from the said authorities and the management does not consider the same to be substantial and material.

Note 14:

Subsequent to the survey proceedings u/s 133 of the Income Tax Act initiated by the Department in the earlier years, the Company has filed an application before the Income Tax Settlement Commission for Assessment Year 2007-08 to 2013-14. The Income Tax liability including interest arising thereon based on the application made Rs. 710 Lakhs has been provided for the in accounts for the year ended 31st March 2015. Any additional liability for tax / interest / penalty arising on account of the adjustments made / to be made in the application will be provided / made as and when these are finally ascertained.

Note 15:

As per provisions of the Companies Act, 2013 the Company was required to spend Rs. 454.80/- lakhs (P.Y. Rs.492.42/- lakhs) on CSR activities during the preceding year. The Company had incurred expenditure relating to CSR activities amounting to Rs. 7.02/- lakhs (P.Y. Rs. 5.86/- lakhs) and the same is reflected in Other Expenses in Note 23.

Note 16:

The Board of Directors of the Company at its meeting held on 17 May 2017 has recommended a final dividend of Rs. 1.00 per share (10%) (Face value Rs.10/-) for the financial year 2016-17 subject to approval from shareholders.

Note 17:

The Company completed its Initial Public Offering (IPO) of Rs.43,000 lakhs pursuant to which 1,96,34,703 Number of Equity Shares of Rs.10 each were allotted at a price of Rs.219/- per equity share. The Equity shares of the Company were listed on National Stock Exchange and Bombay Stock Exchange on 11th August 2016. The details of Utilisation of IPO proceeds are as under:

Specified Bank Notes has been defined as Bank notes in notification of the Government of India, Ministry of Financial Department of Economic Affairs No. S.O.3407€, dated 08th November 2016.

Note: 18. Figures relating to previous years have been regrouped / rearranged, wherever necessary.

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Mar 31, 2016

Note:

a) In all the above investments, few shares are held by individuals as nominees of the company.

b) The company has pledged 30% of the equity shares from its holding in mentioned at Sr. no.lto 12 above SPVs, except in DBL Tikamgarh Nowgaon Tollways Ltd where it is 100%, in favour of lenders for term loan.

c) The company has given undertaking that it will not dilute the stake below 51 % (of which 30% is pledged) of the issued and paid up share capital during the construction period and two years thereafter and without the consent of the bank for the companies mentioned at Sr. no. 1 and 10

d) The company has given undertaking that it will not dilute the stake below 51 % (of which 30% is pledged) of the issued and paid up share capital during the construction period for the companies mentioned in Sr. no 2 to 9

@ The subsidiaries have been granted interest free loans for business and working capital purpose without taking any security

* Includes Rs. 220.24/- lakhs (Previous year 210.24/- lakhs) receivable from related parties

# Includes Rs. 450.00/- lakhs (Previous year 450.00/- lakhs) receivable from related parties

* Includes amount of Rs. 1,638.85/- lakhs [previous year Rs. 2,652.73/- lakhs] receivable from related parties.

# Includes amount of Rs. 3,470.02 /- lakhs [previous year Rs. 2,456.70/- lakhs] receivable from related parties.

* Includes Fixed Deposits ofRs. 5,820.95/-lakhs (Previous year Rs. 3,620.15/- lakhs) which have been kept as margin money for Bank Guarantee/Letter of Credit availed from bank and Rs. 717.68/- lakhs (Previous year Rs. 658.19/- lakhs) which have been kept as Collateral Security for various facilities availed from the bank

* Includes amount of Rs. 681.93/- lakhs (previous year Rs. 601.48/- lakhs) receivable from related parties.

# Includes amount of Rs. 21.00/- lakhs (previous year Rs. 12.89/- lakhs) receivable from related parties.

Percentage Completion Method for income recognition on long term contracts involves technical estimates by engineers/technical officials, of percentage of completion and costs to completion of each project/contract on the basis of which profit/loss is allocated.