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NOTES TO ACCOUNTS

Craftsman Automation Ltd.

You can view the entire text of Notes to accounts of the company for the latest year
Market Cap. (₹) 27606.00 Cr. P/BV 8.45 Book Value (₹) 1,248.43
52 Week High/Low (₹) 10449/6255 FV/ML 5/1 P/E(X) 71.89
Bookclosure 16/07/2026 EPS (₹) 146.82 Div Yield (%) 0.00
Year End :2026-03 

(e) For the period of five years immediately preceding the balance sheet date

(i) Details of number and class of shares allotted as fully paid up pursuant to contract(s) without payment being received in cash

- The Company has not allotted any shares pursuant to contracts without payment being received in cash

(ii) Details of number and class of shares allotted as fully paid up by way of bonus shares:

- The Company has not allotted any shares as fully paid up by way of bonus shares

(iii) Details of number and class of shares bought back:

- The Company has not bought back any shares during the period of 5 years immediately preceding the balance sheet date

(iv) Sub-division of shares:

- The Company has not sub-divided any shares during the period of 5 years immediately preceding the balance sheet date.

Qualified Institutions Placement ('QIP')

During the year 2024-25, the Company issued 27,27,272 equity shares of face value H5 each through Qualified Institutions Placement ('QIP') at an issue price of H4,400/- per share (including securities premium of H4,395/- per share) aggregating H1,20,000 lakhs.

A. Securities Premium represents premium received on equity shares issued, which can be utilised only in accordance with the provisions of the Companies Act, 2013 for specified purposes.

B. General reserve is created from time to time by transferring profits from retained earnings and can be utilised for purposes such as dividend pay-out, bonus issue, etc.

C. Retained Earnings includes H5,542 lacs of revaluation reserve created due to Land revaluation on transition to Ind AS (01 April 2015), which will not be available for distribution of profits

D. Cash flow hedge reserve represents the cumulative effective portion of gains or losses arising on changes in fair value of hedging instruments entered into for cash flow hedges. The cumulative gain or loss arising on changes in fair value of the hedging instruments that are recognised and accumulated in this reserve are reclassified to profit or loss only when the hedged transaction affects the profit or loss.

E. The amount that can be distributed by the Company as dividends to its equity shareholders is determined considering the requirements of the Companies Act, 2013 and the dividend distribution policy of the Company. Thus, the amount reported in General Reserve is not entirely distributable.

In respect of the year ended March 31,2026, the Board of Directors has proposed a final dividend of H11.25 per share of face value H5 each to be paid on fully paid equity shares. This dividend is subject to approval by shareholders at the forth coming Annual General Meeting and has not been included as a liability in these financial statements. The proposed dividend is payable to all holders of fully paid equity shares. The total estimated dividend to be paid is H2,684 lakhs.

This provision is recognised once the products are sold. The estimated provision takes into account historical information, frequency and average cost of warranty claims and the estimate regarding possible future incidence of claims. The provision for warranty claims represents the present value of management's best estimate of the future obligations. The outstanding provision for product warranties as at the reporting date is for the balance unexpired period of the respective warranties on the various products which ranges from 2 to 5 years.

3.2 Employee Benefits3.2 A Defined Contribution Plan

The employee provident fund & employee state insurance are in the nature of Defined Contribution Plan. The contributions made

to these scheme are considered as expense in the Statement of Profit and loss when the employee renders the related service.

The total expenses recognised in Statement of Profit and Loss of H688 lakhs (2024-25: H644 lakhs) represents contribution payable

to these plans by the Company at rates specified in the rules of the plan.

3.2 B Defined benefit plans

a. The Company extends defined benefit plan in the form of gratuity to employees. The Company makes annual contribution to gratuity fund administered by trustees and managed by SBI Life Insurance Company Ltd. The Company's liability is determined based on actuarial valuation done at the year end as per projected unit credit method. The plan provides for a lump-sum payment to vested employees at retirement, death, while in employment or on termination of employment of an amount equivalent to 15 days salary payable for each completed year of service subject to the maximum of H20 lakhs. Vesting occurs upon completion of five years of service.

These plans typically expose the Company to actuarial risks such as: investment risk, interest rate risk, longevity risk and salary risk.

Investment

risk

For funded plans that rely on insurers for managing the assets, the value of assets certified by the insurer may not be the fair value of instruments backing the liability. In such cases, the present value of the assets is independent of the future discount rate. This can result in wide fluctuations in the net liability or the funded status if there are significant changes in the discount rate during the inter-valuation period.

Liquidity

Risk

Employees with high salaries and long durations or those higher in hierarchy, accumulate significant level of benefits. If some of such employees resign / retire from the Company there can be strain on the cash flows.

Market

Risk

Market risk is a collective term for risks that are related to the changes and fluctuations of the financial markets. One actuarial assumption that has a material effect is the discount rate. The discount rate reflects the time value of money. An increase in discount rate leads to decrease in Defined Benefit Obligation of the plan benefits & vice versa.

This assumption depends on the yields on the corporate / government bonds and hence the valuation of liability is exposed to fluctuations in the yields as at the valuation date.

Legislative

Risk

Legislative risk is the risk of increase in the plan liabilities or reduction in the plan assets due to change in the legislation / regulation. The government may amend the Payment of Gratuity Act thus requiring the companies to pay higher benefits to the employees. This will directly affect the present value of the Defined Benefit Obligation and the same will have to be recognised immediately in the year when any such amendment is effective.

The sensitivity analysis presented above may not be representative of the actual change in the defined benefit obligation as it is unlikely that the change in assumptions would occur in isolation of one another as some of the assumptions may be correlated.

Furthermore, in presenting the above sensitivity analysis, the present value of the defined benefit obligation has been calculated using the projected unit credit method at the end of each reporting year, which is the same as that applied in calculating the defined benefit obligation liability recognised in the balance sheet. There was no change in the methods and assumptions used in preparing the sensitivity analysis from previous year.

i. Funding arrangements

The Company has been fully funding the liability through a trust administered by an insurance Company. Regular assessment of the increase in liability is made by the insurance Company and contributions are being made to maintain the fund. Subject to credit risk of the insurance Company & the asset liability mismatch risk of the investments, the Company will be able to meet the past service liability on the valuation date that falls due in the future.

The Company expects to make a contribution of H434 lakhs (as at March 31,2025: H441 lakhs) to the defined benefit plans for the next financial year.

3.4 Financial Instruments:3.4a Capital Management:

The Company manages its capital to ensure that it will be able to continue as going concern while maximising the return to stakeholders through the optimisation of the debt and equity balance.

The Company manages its capital structure and makes adjustments to it, in light of changes to economic conditions and the strategic objectives of the Company. To maintain or adjust the capital structure, the Company may adjust the dividend payment to shareholders, buy back shares and cancel them, or issue new shares. The Company finances its operations by a combination of retained profit, bank borrowings, disposals of property assets and leases.

The Company monitors the capital structure on the basis of total debt to equity and maturity profile of the overall debt portfolio of the Company.

3.4b Financial risk management

In course of its business, the Company is exposed to certain financial risks that could have significant influence on the Company's business and operational / financial performance. These include market risk (including currency risk and interest rate risk), credit risk and liquidity risk.

The Board of Directors reviews and approves risk management framework and policies for managing these risks and monitors suitable mitigating actions taken by the management to minimise potential adverse effects and achieve greater predictability to earnings.

In line with the overall risk management framework and policies, the treasury function provides services to the business, monitors and manages through an analysis of the exposures by degree and magnitude of risks.

The Company uses derivative financial instruments to hedge risk exposures in accordance with the Company's policies as approved by the board of directors.

i. Market Risk

Market risk is the risk that changes in market prices, liquidity and other factors that could have an adverse effect on realisable fair values or future cash flows to the Company. The Company's activities expose it primarily to the financial risks of changes in foreign currency exchange rates and interest rates as future specific market changes cannot be normally predicted with reasonable accuracy

A. Foreign currency risk management:

The Company undertakes transactions denominated in foreign currencies and thus it is exposed to exchange rate fluctuations. The Company actively manages its currency rate exposures, arising from transactions entered and denominated in foreign currencies, through treasury division and uses derivative instruments such as foreign currency forward contracts to mitigate the risks from such exposures. The use of derivative instruments is subject to limits and regular monitoring by the management. The carrying amounts of the Company's foreign currency denominated monetary assets and monetary liabilities at the end of the reporting year are as follows.

Foreign currency sensitivity analysis:

Movement in the functional currencies of the various operations of the Company against major foreign currencies may impact the Company's revenues from its operations. Any weakening of the functional currency may impact the Company's cost of imports and cost of borrowings and consequently may increase the cost of financing the Company's capital expenditures.

The foreign exchange rate sensitivity is calculated for each currency by aggregation of the net foreign exchange rate exposure of a currency and a parallel foreign exchange rates shift in the foreign exchange rates of each currency by 1%, which represents Management's assessment of the reasonably possible change in foreign exchange rates.

The sensitivity of profit or loss to changes in the exchange rates arises mainly from foreign currency denominated financials instruments. The following table details the Company's sensitivity movement in the unhedged foreign exposure:

A depreciation of foreign currencies would have the opposite effect to the impact in the table above.

B. Interest rate risk management:

The Company is exposed to interest rate risk pertaining to funds borrowed at both fixed and floating interest rates. The risk of floating interest rates in foreign currency loans is managed by the Company by the use of interest rate swap contracts. Hedging activities are evaluated regularly to align with interest rate views and defined risk appetite, ensuring the most cost-effective hedging strategies.

Interest rate sensitivity analysis

The sensitivity analysis below has been determined based on the exposure to interest rates at the end of the reporting year. For floating rate liabilities which are unhedged, the analysis is prepared assuming that the amount of the liability as at the end of the reporting year was outstanding for the whole year. An increase or decrease of 50 basis point in rupee interest rates and 25 basis points in USD SOFR rate is used when reporting interest rate risk internally to key management personnel and represents Management's assessment of the reasonably possible change in interest rates.

Foreign currency and interest rate sensitivity analysis for swap contracts:

The Company has taken interest rate swaps ('IRS') to hedge the interest rate risks. The marked-to-market gain as at March 31,2026 is H11 lakhs (March 31, 2025 is H47 lakhs). The amount of loss recognised in OCI for the year ended March 31, 2026 is H36 lakhs (March 31,2025 is H118 lakhs) and the amount of gain recognised in Statement of Profit and Loss for the ineffective portion of cash flow hedge for the year ended March 31,2026 is H NIL (March 31,2025: H NIL).

In addition to the above, the Company has an Interest Rate Collar ('IRC), to hedge the interest rate risks. The marked-to-market gain as at March 31,2026 is H11 lakhs (March 31,2025 is H38 lakhs). The amount of loss recognised in OCI for the year ended March 31, 2026 is H27 lakhs (March 31,2025 is loss H52 lakhs).

In case of currency swaps, the effective portion of cash flow hedges, is recognised in OCI in the cash flow hedge reserve, while any ineffective portion is recognised immediately in Statement of Profit and Loss. Amounts recognised as OCI are transferred to Statement of Profit and Loss when the hedged transaction affects profit or loss, such as when the hedged financial income or financial expense is recognised or when a forecast sale occurs when the hedged item is the cost of a non-financial asset or non-financial liability, the amounts recognised as OCI are transferred to the initial carrying amount of the non-financial asset or liability. The mark-to-market gain as at March 31,2026 is H NIL (March 31,2025: H NIL). The amount recognised in OCI for the year ended March 31,2026 is H NIL (March 31,2025:Nil).

Further, the Company has call options for principal payments of two of its foreign currency loan which are designated as a cash flow hedge. The marked-to-market gain as at March 31,2026 is H1,047 lakhs (March 31,2025: gain of H926 lakhs). The amount of gain recognised in OCI for the year March 31, 2026 is H121 lakhs (March 31,2025 - H449 lakhs). Also, the effect given to OCI on account of restatement gain of the underlying foreign currency loans for the year ended March 31,2026 is H104 lakhs (March 31, 2025 : 346 lakhs).

ii. Credit Risk:

Credit risk is the risk of financial loss to the Company if a customer or counter-party fails to meet its contractual obligations.

• Trade receivables:

The Company periodically assesses the financial reliability of customers taking into account the financial condition, current economic trends, analysis of historical bad debts and ageing of accounts receivable. These include customers, which have high credit-ratings assigned by international and domestic credit-rating agencies. Individual risk limits are set accordingly. The Company's trade and other receivables, including loans under customer financing activities, consists of a large number of customers, across geographies.

The Company has used a practical expedient by computing the expected credit loss allowance for trade receivable based on a provision matrix. The provision matrix takes into account historical credit loss experience and adjusted for forward-looking information.

Other financial assets:

a. Craftsman Europe BV- Netherlands - wholly owned subsidiary:

The Company had granted interest-free loans to Craftsman Europe B.V. Earlier, the Company fair valued the loan based on an estimated contractual repayment schedule, and the difference between the initial fair value and the amount of cash advanced was considered as an additional capital contribution in the subsidiary (deemed equity) and accounted in the books.

Further, the management based on the information available and considering the future business plan, cash flow projections & forecasts is of the view that the recoverable amount of investment is more than the carrying amount of investments and there has not been any significant increase in the credit risk & loan being credit impaired as the subsidiary is operating on a self-sustaining basis and generating profits.

b. DR Axion India Limited - wholly owned subsidiary:

The Company held 76% of the equity capital of DR Axion India Limited at the beginning of FY 2025. During the year FY 2025, The Company acquired the remaining 24% of Non-Controlling interest for a consideration of H25,000 lakhs. With this acquisition, DR Axion India Limited becomes a wholly owned subsidiary of the Company w.e.f July 01,2024.

c. Sunbeam Lightweighting Solutions Limited - wholly owned subsidiary

The Company has acquired 100% of total securities of Sunbeam Lightweighting Solutions Limited ('SLSL') comprising 85,31,47,112 equity shares of H10 each and 13,53,80,000 compulsorily convertible preference shares of H10 each for H1 on 09 October 2024 and subscribed to 37,60,00,000 Optionally Convertible Debentures (OCD) of H10 each i.e., a total consideration of H37,600 lakhs. By virtue of the voting and other rights as per the securities subscription and purchase agreement, SLSL has been assessed as a wholly owned subsidiary of the Company in compliance with Ind AS 110 - 'Consolidated Financial Statements' with effect from 09 October 2024.

Subsequent to the acquisition, the company further subscribed to 23,00,00,000 Optionally Convertible Debentures of H10 each i.e., a total consideration of H23,000 lakhs. The Optionally Convertible Debentures are redeemable after a period of 20 years with a coupon of 0.0001% per annum convertible at the option of the company.

The total OCD subscribed H60,600 Lakhs has been fair valued in accordance with Ind AS 109 and H40,639 lakhs have been recognized as deemed equity as at 31st March 2025 (Refer Note: 1.5).

During the year FY 2026, OCD of H37,600 lakhs were converted into equity shares. Consequently, deemed equity was reduced to H15,849 lakhs. Further 13,53,80,000 compulsorily convertible preference shares of H10 each were converted into 1,354 shares of face value H10 each and the remaining value being securities premium. As a result total of 1,22,91,48,466 equity shares of H10 each is held by the company.

d. Craftsman Germany GmbH, Germany- Wholly owned subsidiary

The Company acquired Craftsman Germany GmbH along with its wholly owned subsidiary, Craftsman Fronberg Guss GmbH on July 22, 2024 for EUR 57,000 (H52 Lakhs). The Company, along with its German subsidiaries, entered into a Share Purchase Agreement and an Asset Purchase Agreement with certain parties to acquire assets of strategic interest in Germany. The transactions related to these purchases were successfully concluded in October 01,2024. To facilitate the acquisition of these assets and support working capital requirements, the Company further infused EUR 16.39 million (equivalent to H15,316 lakhs) into Craftsman Germany GmbH post acquisition as contributions to the capital reserve as per the German Commercial Code. Along with the subsequent infusion the total investment in Craftsman Germany GmbH is H15,368 Lakhs.

e. Bhatia Coke & Energy Limited

Bhatia Coke & Energy Limited is under "Corporate Insolvency resolution process" as per the MCA website. Also, the management of the Company is taken over by an insolvency professional appointed by the National Company Law Tribunal (NCLT)

Given this, the Company has fair valued the investment to NIL in FY 2020-21.

f. Others

None of the Company's other cash equivalents , including time deposits with banks as at 31 March 2026, are overdue or impaired.

iii. Liquidity Risk:

Liquidity risk refers to the risk that the Company cannot meet its financial obligations. The objective of liquidity risk management is to maintain sufficient liquidity and ensure that funds are available for use as per requirements. The Company has obtained fund and non-fund based working capital limits from various banks. The Company invests its surplus funds in bank fixed deposit, which carry minimal mark to market risks.

3.6 Contingent Liabilities and Commitments a) Contingent Liabilities

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

3.11 Segment Reporting:

The Company has reported segment information as per Indian Accounting Standard 108 "Operating Segments" (IND AS 108) read with SEBI's circular CIR/CFD/FAC/62/2016 dated 05 July 2016. Accordingly, the Company has identified the reportable segments based on end consumption of the products sold or services rendered and is consistent with performance assessment and resource allocation by the management. Segment revenue comprises sales and operational income allocable specifically to a segment. Un-allocable expenditure mainly includes corporate expenses, finance cost and other administrative expenses. Un-allocable income primarily includes Other Income.

3.13 On 21 November 2025, the Government of India notified the four Labour Codes - the Code on Wages, 2019, the Industrial Relations Code, 2020, the Code on Social Security, 2020, and the Occupational Safety, Health and Working Conditions Code, 2020- consolidating 29 existing labour laws. The Ministry of Labour & Employment published draft Central Rules and FAQs to enable assessment of the financial impact due to changes in regulations. The Company has assessed and disclosed the incremental impact of these changes on the basis of actuarial valuation obtained and the best information available, consistent with the guidance provided by the Institute of Chartered Accountants of India. The incremental impact amounting to H301 lakhs is in the provision for defined benefit obligation arises primarily due to a change in the wage definition, and has been presented under "Exceptional Items" in the audited financial statements for the year ended 31 March 2026. The Company continues to monitor the finalisation of Central / State Rules and clarifications from the Government on other aspects of the Labour Code and would provide appropriate accounting effect on the basis of such developments as needed.

3.14a) No proceedings have been initiated on or are pending against the Company for holding benami property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and Rules made thereunder

3.14b) The Company has not been declared as a wilful defaulter by any bank or financial institution or government or any government authority

3.14c) As per the information available with the Company, there has been no transactions with the companies struck off under section 248 of the Companies Act, 2013 or section 560 of the Companies Act, 1956 during the year (Previous Year - Nil)

3.14d) There has been no charges or satisfaction yet to be registered with ROC beyond the statutory period as at the end of the year.

3.14e) During the year, 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

1) 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)

2) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries. 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) provided any guarantee, security or the like on behalf of the Ultimate Beneficiaries (Previous Year - Nil)

3.14f) The Company has not traded or invested in Crypto currency or Virtual Currency during the financial year ended March 31,2026 (Previous Year - Nil).

3.14g) The quarterly returns or statements of current assets filed by the Company with banks or financial institutions are in agreement with the books of accounts

3.14h) There are no income surrendered or disclosed as income during the current or previous year in the tax assessments under the Income Tax Act, 1961, that has not been recorded in the books of accounts.

3.14i) The Company has not entered into any Scheme of Arrangement during the current or previous year.

3.14j) The Company has complied with the number of layers prescribed under the Companies Act, where applicable.

3.15 Certain comparative figures have been reclassified to conform to the current year presentation

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