Provisions are recognised when the Companyhas a present obligation (legal or constructive)as a result of a past event, it is probable that theCompany will be required to settle the obligation,and a reliable estimate can be made of theamount of the obligation.
The amount recognised as a provision is thebest estimate of the consideration required tosettle the present obligation at the end of thereporting period, taking into account the risksand uncertainties surrounding the obligation. Ifthe effect of the time value of money is material,provisions are discounted using a current pre¬tax rate that reflects, when appropriate, the risksspecific to the liability. When discounting is used,the increase in the provision due to the passageof time is recognised as a finance cost.
A provision for onerous contracts is recognisedwhen the expected benefits to be derived bythe Company from a contract are lower thanthe unavoidable cost of meeting its obligationsunder the contract. The provision is measured atthe present value of the lower of the expected costof terminating the contract and the expected netcost of continuing with the contract.
When some or all of the economic benefitsrequired to settle a provision are expected tobe recovered from a third party, a receivable isrecognised as an asset if it is virtually certain thatreimbursement will be received and the amountof the receivable can be measured reliably.
In case of litigations, provision is recognisedonce it has been established that the Companyhas a present obligation based on informationavailable up to the date on which the Company'sstandalone financial statements are finalisedand may in some cases entail seeking expertadvice in making the determination on whetherthere is a present obligation.
Contingent liability is a possible obligation thatarises from past events whose existence will beconfirmed by the occurrence or non-occurrenceof one or more uncertain future events beyond thecontrol of the Company or a present obligationthat is not recognised because it is not probablethat an outflow of resources will be requiredto settle the obligation. Company does notrecognised contingent liability but discloses itsexistence in the standalone financial statements.
Contingent assets are not recognised in thestandalone financial statements, but aredisclosed where an inflow of economic benefitsis probable.
Cash and cash equivalents comprise of cashon hand, balances with banks, cheques onhand, remittances in transit and short-terminvestments with an original maturity of threemonths or less that are readily convertible toknown amounts of cash and which are subject toan insignificant risk of changes in value.
Operating segments are reported in a mannerconsistent with the internal reporting providedto the Chief Operating Decision-Maker (CODM).The CODM assess the financial performanceand position of the Company and makesstrategic decisions.
The Company is predominantly engaged in asingle reportable segment of 'Financial Services'as per the Ind AS 108 - Segment Reporting.
The Company classifies its financial assets intothe following measurement categories:
1. Financial assets to be measured atamortised cost
2. Financial assets to be measured at fair valuethrough other comprehensive income
3. Financial assets to be measured at fair valuethrough profit or loss
The classification depends on the contractualterms of the financial assets' cash flows and
the Company's business model for managingfinancial assets which are explained below:
The Company determines its business modelat the level that best reflects how it managesgroups of financial assets to achieve itsbusiness objective.
The Company's business model is not assessedon an instrument-by-instrument basis, but ata higher level of aggregated portfolios and isbased on observable factors such as:
♦ How the performance of the business modeland the financial assets held within thatbusiness model are evaluated and reported tothe entity's key management personnel.
♦ The risks that affect the performance of thebusiness model (and the financial assets heldwithin that business model) and the way thoserisks are managed.
♦ How managers of the business arecompensated (for example, whether thecompensation is based on the fair value of theassets managed or on the contractual cashflows collected).
♦ The expected frequency, value and timingof sales are also important aspects of theCompany's assessment. The business modelassessment is based on reasonably expectedscenarios without taking 'worst case' or 'stresscase' scenarios into account. If cash flowsafter initial recognition are realised in a waythat is different from the Company's originalexpectations, the Company does not changethe classification of the remaining financialassets held in that business model, butincorporates such information when assessingnewly originated or newly purchased financialassets going forward.
As a second step of its classification processthe Company assesses the contractual terms offinancial assets to identify whether they meet theSPPI test.
'Principal' for the purpose of this test is definedas the fair value of the financial asset at initialrecognition and may change over the life ofthe financial asset (for example, if there arerepayments of principal or amortisation of thepremium/discount).
In making this assessment, the Companyconsiders whether the contractual cash flows areconsistent with a basic lending arrangement i.e.interest includes only consideration for the timevalue of money, credit risk, other basic lendingrisks and a profit margin that is consistentwith a basic lending arrangement. Where thecontractual terms introduce exposure to riskor volatility that are inconsistent with a basiclending arrangement, the related financial assetis classified and measured at fair value throughprofit or loss.
The Company classifies its financial liabilitiesat amortised costs unless it has designatedliabilities at fair value through the profit andloss account or is required to measure liabilitiesat fair value through profit or loss such asderivative liabilities.
Financial assets and financial liabilities arerecognised when entity becomes a party to thecontractual provisions of the instruments. Loans& advances and all other regular way purchasesor sales of financial assets are recognised andde-recognised on the trade date basis.
Financial assets and financial liabilities areinitially measured at fair value. Transaction coststhat are directly attributable to the acquisition orissue of financial assets and financial liabilities(other than financial assets and financialliabilities at fair value through profit or loss)are added to or deducted from the fair valueof the financial assets or financial liabilities, asappropriate, on initial recognition. Transactioncosts directly attributable to the acquisition offinancial assets or financial liabilities at fair valuethrough profit or loss are recognised immediatelyin the Statement of Profit and Loss.
I nvestment in subsidiary is carried at cost aspermissible under Ind AS 27, 'Separate FinancialStatements'.
Financial Assets carried at Amortised Cost:
These financial assets comprise BankBalances, Loans, Trade Receivables, OtherReceivables, Investments and Otherfinancial assets.
A financial asset is measured at amortisedcost, if it is held within a business modelwhose objective is to hold the asset in orderto collect contractual cash flows and thecontractual terms of the financial asset giverise on specified dates to cash flows that aresolely payments of principal and interest onthe principal amount outstanding.
A financial asset is measured at FVTOCI,if it is held within a business model whoseobjective is achieved by both collectingcontractual cash flows and selling financialassets and the contractual terms of thefinancial asset give rise on specified datesto cash flows that are solely paymentsof principal and interest on the principalamount outstanding.
Financial Assets at Fair Value through Profitor Loss (FVTPL):
A financial asset which is not classified asAmortised Cost or FVTOCI is measured atFVTPL. Financial assets at FVTPL includefinancial assets held for trading andfinancial assets designated upon initialrecognition as at FVTPL. A financial asset thatmeets the amortised cost criteria or debtinstruments that meet the FVTOCI criteriamay be designated as at FVTPL upon initialrecognition if such designation eliminatesor significantly reduces a measurementor recognition inconsistency that wouldarise from measuring assets or liabilities orrecognising the gains and losses on themon different bases. The Company has notdesignated any debt instrument as at FVTPL.
Any differences between the fair valuesof financial assets classified as FVTPL andheld by the Company on the balance sheetdate is recognised in the Statement of Profitand Loss. In cases there is a net gain in theaggregate, the same is recognised in "Netgain on fair value changes" under Revenuefrom Operations and if there is a net loss thesame is recognised in "Net loss on fair valuechanges" under Expenses in the Statementof Profit and Loss.
The EIR is a method of calculating theamortised cost of a financial instrumentand of allocating interest income or expense
over the relevant period. The EIR is the ratethat exactly discounts estimated future cashreceipts or payments through the expectedlife of the financial asset or financial liabilityto the gross carrying amount of a financialasset or to the amortised cost of a financialliability on initial recognition
The EIR for financial assets or financialliability is computed:
a) By considering all the contractual termsof the financial instrument in estimatingthe cash flows.
b) Including fees and transaction coststhat are integral part of EIR.
Loss allowance for expected credit losses isrecognised for financial assets measured atamortised cost and FVTOCI at each reportingdate based on evidence or information thatis available without undue cost or effort.
The Company measures the loss allowancefor a financial asset at an amount equalto the lifetime expected credit losses ifthe credit risk on that financial instrumenthas increased significantly since initialrecognition. If the credit risk on a financialasset has not increased significantly sinceinitial recognition, the Company measuresthe loss allowance for that financial assetat an amount equal to 12-month expectedcredit losses.
No Expected credit losses are recognised onequity investments.
Also refer Note No. 1.14.6 Overview of theExpected Credit Loss (ECL) principles.
De-recognition of Financial Assets:
The Company de-recognises a financialasset when the contractual rights to thecash flows from the asset expire, or when ittransfers the financial asset and substantiallyall the risks and rewards of ownership of theasset to another party.
On de-recognition of a financial assetaccounted under Ind AS 109 in its entirety:
a) For Financial Assets measured atAmortised Cost, the gain or loss isrecognised in the Statement of Profitand Loss.
b) For Financial Assets measured at FVTOCI,the cumulative fair value adjustmentspreviously taken to reserves arereclassified to the Statement of Profitand Loss unless the asset representsan equity investment in which casethe cumulative fair value adjustmentspreviously taken to reserves may bereclassified within equity.
If the transferred asset is part of a largerfinancial asset and the part transferredqualifies for de-recognition in its entirety,the previous carrying amount of thelarger financial asset shall be allocatedbetween the part that continues to berecognised and the part that is de¬recognised, on the basis of the relativefair values of those parts on the date ofthe transfer.
If the Company neither transfers norretains substantially all the risks andrewards of ownership and continuesto control the transferred asset, itrecognises its retained interest in theassets and an associated liability foramounts it may have to pay.
I f the Company retains substantially allthe risks and rewards of ownership of atransferred financial asset, it continuesto recognise the financial asset andalso recognises a liability for theproceeds received.
Modification/revision in estimates of cashflows of financial assets:
When the contractual cash flows of a financialasset are renegotiated or otherwise modifiedand the renegotiation or modification doesnot result in the de-recognition of thatfinancial asset in accordance with Ind AS109, the Company recalculates the grosscarrying amount of the financial asset andrecognises a modification gain or loss in theStatement of Profit and Loss.
Classification as debt or equity:
Financial liabilities and equity instrumentsissued are classified according to thesubstance of the contractual arrangementsentered into and the definitions of a financialliability and an equity instrument.
Equity Instruments
An Equity Instrument is any contract thatevidences a residual interest in the assetsof the Company after deducting all of itsliabilities. Repurchase of the Company'sown equity instruments is recognised anddeducted directly in equity. No gain or loss isrecognised in the Statement of Profit and Losson the purchase, sale, issue or cancellationof the Company's own equity instruments.
Financial Liabilities
The Company classifies all financial liabilitiesas subsequently measured at amortisedcost, except for financial liabilities at FVTPL.Such liabilities, including derivatives that areliabilities, shall be subsequently measuredat fair value.
Financial Liabilities at FVTPL
Financial liabilities at FVTPL includefinancial liabilities held for trading andfinancial liabilities designated upon initialrecognition as at FVTPL. Financial liabilitiesare classified as held for trading, if they areincurred for the purpose of repurchasing inthe near term. This category also includesderivative financial instruments that arenot designated as hedging instruments inhedge relationships as defined by Ind AS 109- "Financial Instruments".
Financial Liabilities measured at AmortisedCost
After initial recognition, interest bearingloans and borrowings are subsequentlymeasured at amortised cost using the EIRmethod except for those designated in aneffective hedging relationship.
Amortised cost is calculated by taking intoaccount any discount or premium and feeor costs that are an integral part of the EIR.The EIR amortisation is included in financecosts in the Statement of Profit and Loss.Any difference between the proceeds (netof transaction costs) and the redemptionamount is recognised in profit or loss overthe period of the borrowings using theEIR method.
Trade and other payables
A payable is classified as 'trade payable' if itis in respect of the amount due on account ofgoods purchased or services received in the
normal course of business. These amountsrepresent liabilities for goods and servicesprovided to the Company prior to the endof financial year, which are unpaid. They arerecognised initially at their fair value andsubsequently measured at amortised cost.
Financial Guarantee Contracts
Financial guarantees issued by theCompany are those guarantees that requirea payment to be made to reimburse theholder of the guarantee for a loss incurredby the holder because the specified debtorfails to make a payment, when due, to theholder in accordance with the terms ofa debt instrument. Financial guaranteesare recognised initially as a liability at fairvalue, adjusted for transactions costs thatare directly attributable to the issuance ofthe guarantee. Subsequently, the liability ismeasured at the higher of the amount of lossallowance determined as per impairmentrequirements of Ind AS 109 and the amountrecognised less cumulative amortisation.
De-recognition of financial liabilities
A financial liability is de-recognised when theobligation under the liability is dischargedor cancelled or expires. When an existingfinancial liability is replaced by another fromthe same lender on substantially differentterms, or the terms of an existing liability aresubstantially modified, such an exchange ormodification is treated as the de-recognitionof the original liability and the recognition ofa new liability. The difference between thecarrying amount of the financial liability de¬recognised and the consideration paid andpayable is recognised in the Statement ofProfit and Loss.
Financial assets and liabilities are offset and thenet amount is reported in the Balance Sheet,when there is a legally enforceable right to offsetthe recognised amounts and there is an intentionto settle on a net basis, or realise the asset andsettle the liability simultaneously backed bypast practice.
Fair value is the price that would be received tosell an asset or paid to transfer a liability in anorderly transaction between market participantsat the measurement date. The fair value
measurement is based on the presumption thatthe transaction to sell the asset or transfer theliability takes place either:
a) In the principal market for the asset orliability, or
b) I n the absence of a principal market, in themost advantageous market for the assetor liability
The Principal or the most advantageous marketmust be accessible by the Company.
The fair value of an asset or a liability is measuredusing the assumptions that market participantswould use when pricing the asset or liability,assuming that market participants act in theireconomic best interest.
A fair value measurement of a non-financialasset takes into account a market participant'sability to generate economic benefits by usingthe asset in its highest and best use or by sellingit to another market participant that would usethe asset in its highest and best use.
The Company uses valuation techniques that areappropriate in the circumstances and for whichsufficient data are available to measure fair value,maximizing the use of relevant observable inputsand minimizing the use of unobservable inputs.
All assets and liabilities for which fair valueis measured or disclosed in the financialstatements are categorised into Level 1, 2, or 3based on the degree to which the inputs to thefair value measurements are observable andthe significance of the inputs to the fair valuemeasurement in its entirety, which are as follows:
Level 1 financial instruments: Those where theinputs used in the valuation are unadjustedquoted prices from active markets for identicalassets or liabilities that the Company has accessto at the measurement date. The Companyconsiders markets as active only if there aresufficient trading activities with regards to thevolume and liquidity of the identical assetsor liabilities and when there are binding andexercisable price quotes available on thebalance sheet date.
Level 2 financial instruments: Those wherethe inputs that are used for valuation and aresignificant, are derived from directly or indirectlyobservable market data available over the entireperiod of the instrument's life. Such inputs includequoted prices for similar assets or liabilitiesin active markets, quoted prices for identical
instruments in inactive markets and observableinputs other than quoted prices such as interestrates and yield curves, implied volatilities, andcredit spreads. In addition, adjustments maybe required for the condition or location of theasset or the extent to which it relates to itemsthat are comparable to the valued instrument.However, if such adjustments are based onunobservable inputs which are significant to theentire measurement, the Company will classifythe instruments as Level 3.
Level 3 financial instruments: Those that includeone or more unobservable input that is significantto the measurement as whole.
Expected credit loss (ECL) is the probability-weighted estimate of credit losses (i.e., the presentvalue of all cash shortfalls) over the expected lifeof the financial instrument. A cash shortfall is thedifference between scheduled or contractualcash flows and actual expected cash flows.Consequently, ECL subsumes both the amountand timing of payments. It also incorporatesavailable information which is relevant to theassessment, including information about pastevents, current conditions and reasonable andsupportable information about future events andeconomic conditions at the reporting date.
For portfolio of exposures, ECL is modelled asthe product of the probability of default, the lossgiven default and the exposure at default.
In case of assets identified to be significantlycredit-impaired to the extent that default hashappened or seems to be a certainty ratherthan probability, ECL would be determined bydirectly estimating the receipt of cash flows andtiming thereof.
The loan portfolio would be classified into threestage-wise buckets - Stage 1, Stage 2 and Stage3 - corresponding to the contracts assessedas performing, under-performing and non¬performing, in accordance with the Ind-ASguidelines. The key parameter used for stage-wise classification would be days past due(DPDs).
All exposures where there has not been asignificant increase in credit risk since initialrecognition or that has low credit risk at the
reporting date and that are not credit impairedupon origination are classified under this stage.The company classifies all standard advancesand advances upto 60 days default under thiscategory. Stage 1 loans also include facilitieswhere the credit risk has improved and the loanhas been reclassified from Stage 2.
All exposures where there has been a significantincrease in credit risk since initial recognitionbut are not credit impaired are classified underthis stage. 60 Days Past Due is considered assignificant increase in credit risk.
All exposures assessed as credit impaired whenone or more events that have a detrimentalimpact on the estimated future cash flows of thatasset have occurred are classified in this stage.For exposures that have become credit impaired,a lifetime ECL is recognised and interest revenueis calculated by applying the effective interestrate to the amortised cost (net of provision)rather than the gross carrying amount. 120 DaysPast Due is considered as default for classifyinga financial instrument as credit impaired. If anevent (for eg. any natural calamity) warrants aprovision higher than as mandated under ECLmethodology, the Company may classify thefinancial asset in Stage 3 accordingly.
While the presumption for inter-stage thresholdfor Stage 1 is 30 days, the company has rebuttedthe presumption and has considered 60 daysas the threshold. As per current market practice,NBFCs typically tend to be paid later than banksby borrowers since banks control their workingcapital financing.
The basis of the ECL calculations are outlinedbelow which is intended to be more forward¬looking. Key elements of ECL are, as follows:
Probability of Default (pd) is an estimate of thelikelihood of default over a given time horizon.A default may only happen at a certain timeover the assessed period, if the facility has notbeen previously de-recognised and is still inthe portfolio.
Exposure at Default (EAD) is an estimate of theexposure at a future default date, taking intoaccount expected changes in the exposureafter the reporting date, including repaymentsof principal and interest, whether scheduled by
contract or otherwise, expected drawdown's oncommitted facilities, and accrued interest frommissed payments.
Loss Given Default (LGD) is an estimate of the lossarising in the case where a default occurs at agiven time. It is based on the difference betweenthe contractual cash flows due and those thatthe lender would expect to receive, includingfrom the realisation of any collateral. It is usuallyexpressed as a percentage of the EAD.
Past performance as basis for ECL discovery:Company's ECL methodology is based ondiscovery of the relevant parameters - namelyEAD, PD and LGD - from the Company's actualperformance of past portfolios.
Life Cycle Determination: A significant portionof the advances of the Company is short-termin nature. Based on maturity pattern on theCompany's advances in past years, the averagelife cycle has been considered as 1 year.
The management will continue to monitor theloan cases on an ongoing basis, and have thediscretion to make higher provisions on the basisexpected recovery of the individual accounts,wherever considered necessary.
The Company reduces the gross carryingamount of a financial asset when the Companyhas no reasonable expectations of recovering afinancial asset in its entirety or a portion thereof.This is generally the case when the Companydetermines that the borrower does not haveassets or sources of income that could generatesufficient cash flows to repay the amountssubjected to write-offs. Any subsequentrecoveries against such loans are credited to theStatement of profit and loss.
Basic EPS per share are calculated by dividingthe net profit or loss for the year attributable toequity shareholders (after deducting preferencedividend, if any, and attributable taxes) by theweighted average number of equity sharesoutstanding during the year.
For the purpose of calculating diluted earningsper share, the net profit or loss for the yearattributable to equity shareholders and theweighted average number of shares outstanding
during the year are adjusted for the effects of alldilutive potential equity shares. Dilutive potentialequity shares are deemed converted as of thebeginning of the period, unless they have beenissued at a later date. In computing the dilutiveearnings per share, only potential equity sharesthat are dilutive and that either reduces theearnings per share or increases loss per shareare included.
The preparation of standalone financialstatements in conformity with the Ind ASrequires the management to make judgements,estimates and assumptions that affect thereported amounts of revenues, expenses, assetsand liabilities and the accompanying disclosureand the disclosure of contingent liabilities,at the end of the reporting period. Estimatesand underlying assumptions are reviewedon an ongoing basis. Revisions to accountingestimates are recognised in the period in whichthe estimates are revised and future periods areaffected. Although these estimates are based onthe management's best knowledge of currentevents and actions, uncertainty about theseassumptions and estimates could result in theoutcomes requiring a material adjustment tothe carrying amounts of assets or liabilities infuture periods.
In particular, information about material areas ofestimation, uncertainty and critical judgements inapplying accounting policies that have the mostsignificant effect on the amounts recognised inthe standalone financial statements is includedin the following notes:
The measurement of impairment losses requiresjudgement, in particular, the estimation of theamount and timing of future cash flows andcollateral values when determining impairmentlosses and the assessment of a significantincrease in credit risk. These are based on theassumptions which are driven by a numberof factors resulting in future changes to theimpairment allowance.
A collective assessment of impairment takes intoaccount data from the loan portfolio (such ascredit quality, nature of assets underlying assetsfinanced, levels of arrears, credit utilization, loanto collateral ratios etc.), and the concentrationof risk and economic data (including levels ofunemployment, country risk and performanceof different individual groups). These significantassumptions have been applied consistently toall period presented.
The impairment loss on loans and advances isdisclosed in more detail in Note No. 1.14.6 Overviewof the ECL principles.
Classification and measurement of financialassets depends on the results of the SPPI and thebusiness model test. The Company determinesthe business model at a level that reflects howgroups of financial assets are managed togetherto achieve a particular business objective. TheCompany monitors financial assets measuredat amortised cost or fair value through othercomprehensive income that are de-recognisedprior to their maturity to understand the reasonfor their disposal and whether the reasons areconsistent with the objective of the businessfor which the asset was held. Monitoring is partof the Company's continuous assessmentof whether the business model for which theremaining financial assets are held continuesto be appropriate and if it is not appropriatewhether there has been a change in businessmodel, if so, then it will be a prospective changeto the classification of those assets.
Provisions are held in respect of a range of futureobligations such as employee entitlements,litigation provisions, etc. Some of the provisionsinvolve significant judgement about the likelyoutcome of various events and estimatedfuture cash flows. The measurement of theseprovisions involves the exercise of managementjudgements about the ultimate outcomes ofthe transactions.
When the fair values of financial assets andfinancial liabilities recorded in the balance sheetcannot be measured based on quoted prices inactive markets, their fair value is measured usingvarious valuation techniques. The inputs to thesemodels are taken from observable marketswhere possible, but where this is not feasible, adegree of judgement is required in establishingfair values. Judgements include considerationsof inputs such as liquidity risk, credit risk andvolatility. Changes in assumptions about thesefactors could affect the reported fair value offinancial instruments.
The cost of the defined benefit gratuity plan/long-term compensated absences and thepresent value of the gratuity obligation/long-term compensated absences are determinedusing actuarial valuations. An actuarial valuationinvolves making various assumptions that maydiffer from actual developments in the future.These include the determination of the discountrate; future salary increases and mortalityrates. Due to the complexities involved in thevaluation and its long-term nature, a definedbenefit obligation is highly sensitive to changesin these assumptions. All assumptions arereviewed annually.
The Company's EIR methodology recognisesinterest income/expense using a rate of returnthat represents the best estimate of a constantrate of return over the expected behavioural lifeof loans given/taken and recognises the effectof potentially different interest rates at variousstages and other characteristics of the productlife cycle (including prepayments and penaltyinterest and charges).
This estimation, by nature, requires an elementof judgement regarding the expected behaviourand life-cycle of the instruments, as wellexpected changes to India's base rate and otherfee income/expense that are integral parts ofthe instrument.
These include contingent liabilities, useful lives oftangible assets etc.
Transactions in foreign currencies are translatedto the functional currency of the Company(i.e. INR) at exchange rates at the dates of thetransactions. Monetary assets and liabilitiesdenominated in foreign currencies at thereporting date are translated to the functionalcurrency at the exchange rate at that date andthe related foreign currency gains or losses arerecognised in the Statement of Profit and Loss.
The Ministry of Corporate Affairs vide notificationdated 9 September 2024 and 28 September2024 notified the Companies (Indian AccountingStandards) Second Amendment Rules, 2024 andCompanies (Indian Accounting Standards) ThirdAmendment Rules, 2024, respectively, whichamended/notified certain accounting standards(see below), and are effective for annual reportingperiods beginning on or after 1 April 2024:
♦ Insurance contracts - Ind AS 117; and
♦ Lease Liability in Sale and Leaseback -Amendments to Ind AS 116
The Company has reviewed the newpronouncements and based on its evaluationhas determined that it is not likely to have anymaterial impact in its financial statements.
Investment property includes and represents a flat located at "Mani Ratnam Apartment", Diamond Block,4th floor, flat No.- 4DF, Kharibari Road, Duck Banglo More, Rajarhat Chowmatha, under Rajarhat-Bishnupur-1No. Gram Panchayet, P.O.-Rajarhat , P.S.- Rajarhat, Dist.- North 24 Parganas, Pincode -700135, West Bengalheld for capital appreciation. The fair value of investment property is determined in accordance withthe advice of independent, professionally qualified registered valuer. The fair value was derived basedon Government Guideline price collected from government website and local enquiry considering thelocation, position, finishing and age of the property.
The Company has no contractual obligations to purchase, construct or develop investment property.However, the responsibility for its repairs, maintenance or enhancements is with the Company. Also, theproperty is not pledged.
The Company's authorised capital consists of one class of shares, referred to as Equity Shares, havingface value of g 10/- each. Each holder of equity shares is entitled to one vote per share.
The Company declares and pays dividend in Indian rupees. The dividend, if any, proposed by the Boardof Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting.
In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remainingassets of the Company, after distribution of all preferential amounts. The distribution will be in proportionto the number of equity shares held by the shareholders.
The Company has not issued any Equity shares during the 5 year preceding 31st March, 2025 withoutpayment being received in cash/by way of bonus shares.
1) During the year ended 31st March, 2025, pursuant to special resolution passed at Extraordinary GeneralMeeting held on 30th August, 2024, the Company has, on September 06, 2024, made allotment of95,40,000 Equity shares of face value g 10 each on preferential basis for cash to promoters group andcertain identified non- promoters person/entity at a price of g 118 each (including a premium of g 108each) aggregating to g 11,257.20 Lakhs.
Further the Company pursuant to aforesaid special resolution has, on 06th September, 2024, alsomade allotment of 60,30,000 Convertible Warrants on Preferential Basis for cash to Promoter andNon-Promoter at a price of g 118 per Warrant each convertible into, or exchangeable for, 1 (one) fullypaid-up equity share of the Company having face value of 10 each at a premium of g 108 eachaggregating to g 7,115.40 Lakhs. The Company has received 25% of the issue price per warrant i.e.g 29.50 each as upfront payment aggregating to g 1,778.85 Lakhs. Each warrant, so allotted, isconvertible into an equal number of equity shares of face value g 10 each of the Company on receiptof balance consideration.
Further the Company has received balance 75% of consideration amount for 25,00,000 warrants andaccordingly the said warrants are converted to equal number of Equity shares of face value of g 10each on 09th November, 2024.
Further the Company has received balance 75% of consideration amount for 35,30,000 warrants andaccordingly, the said warrants are converted to equal number of equity shares of face value of g 10each on 7th February, 2025.
2) During the year ended 31st March, 2025, pursuant to special resolution passed at Extraordinary GeneralMeeting held on 17th October, 2024, The Company has, on 28th October, 2024, made allotment of12,69,000 Equity shares of face value g 10 each on preferential basis for cash to certain identified non¬promoters person/entity at a price of g 306 each (including a premium of g 296 each) aggregatingto g 3,883.14 Lakhs.
Further the Company pursuant to aforesaid special resolution has, on 28th October, 2024, alsomade allotment of 95,31,000 Convertible Warrants on Preferential Basis for cash to Promoter andNon-Promoter at a price of g 306 per Warrant each convertible into, or exchangeable for, 1 (one)fully paid-up equity share of the Company having face value of 10 each at a premium of g 296each aggregating to g 29,164.86 Lakhs. The Company has received 25% of the issue price per warranti.e. g 76.50 each as upfront payment aggregating to g 7,291.22 Lakhs. Each warrant, so allotted, isconvertible into an equal number of equity shares of face value g 10 each of the Company, subjectto receipt of balance consideration of g 229.50 each (being 75% of the issue price per warrant)aggregating to g 21,873.65 Lakhs from the allottees to exercise conversion option against eachsuch warrant.
Further the Company has received balance 75% of consideration amount for 43,88,800 warrants andaccordingly, the said warrants are converted to equal number of equity shares of face value of g 10each on 07th February, 2025.
Further the Company has received balance 75% of consideration amount for 32,27,700 warrants andaccordingly, the said warrants are converted to equal number of equity shares of face value of g 10each on 10th April, 2025.
Further the company has received balance 75% of consideration amount for 14,11,500 and 4,43,464warrants and accordingly, the said warrants are converted to equal number of equity shares of facevalue of g 10 each on 30th April, 2025 and 02nd May, 2025 respectively.
Further the Company has forfeited 25% of consideration, being the upfront payment aggregatingto g 45.55 Lakhs, for 59,536 warrants due to non-receipt of balance 75% consideration within thewarrants exercise period i.e. within 6 months from the date of allotment i.e. 28th October, 2024.
3) During the year ended 31st March, 2025, pursuant to special resolution passed at ExtraordinaryGeneral Meeting held on December 12, 2024, the Company has, on 26th December, 2024, madeallotment of 18,00,000 Convertible Warrants on Preferential Basis for cash to Non-Promoter at a priceof g 609 per Warrant each convertible into, or exchangeable for, 1 (one) fully paid-up equity share ofthe Company having face value of 10 each at a premium of g 599 aggregating to g 10,962.00 Lakhs.The Company has received 25% of the issue price per warrant i.e. g 152.25 each as upfront paymentaggregating to g 2,740.50 Lakhs. Each warrant, so allotted, is convertible into an equal number ofequity shares of face value g 10 each of the Company, subject to receipt of balance considerationof g 456.75 each (being 75% of the issue price per warrant) aggregating to g 8,221.50 Lakhs from theallottees to exercise conversion option against each such warrant.
Nature and Purpose of Reserves
(i) Statutory Reserve (pursuant to Section 45-IC of The Reserve Bank of India Act, 1934):
Every year the Company transfers a sum of not less than twenty per cent of net profit after tax of that yearas disclosed in the statement of profit and loss to its Statutory Reserve pursuant to Section 45-IC of theRBI Act, 1934.
The conditions and restrictions for distribution attached to statutory reserves as specified in Section 45-IC(1) in the Reserve Bank of India Act, 1934:
No appropriation of any sum from the reserve fund shall be made by the Company except for the purposeas may be specified by the RBI from time to time and every such appropriation shall be reported to theRBI within twenty-one days from the date of such withdrawal. RBI may, in any particular case and forsufficient cause being shown, extend the period of twenty one days by such further period as it thinks fitor condone any delay in making such report.
(ii) Securities Premium:
This reserve represents the premium on issue of shares and can be utilised in accordance with theprovisions of the Companies Act, 2013.
(iii) Retained Earnings:
This reserve represents the cumulative profits of the Company. This can be utilised in accordance with theprovisions of the Companies Act, 2013.
The employees of the Company are entitled to receive benefits under the Provident Fund and Employees StateInsurance scheme in which both the employee and the Company contribute monthly at a stipulated rate. TheCompany has recognised an amount of g7.70 Lakhs (Previous year: g 7.53 Lakhs) for the year ended 31st March,2025 as an expense in the Statement of Profit and Loss.
The Company provides for gratuity, a defined benefit plans (unfunded) covering all employees. Under theGratuity plan, every employee is entitled to gratuity as laid down under the Payment of Gratuity Act, 1972.Gratuity is payable on death/retirement/termination and the benefit vests after 5 year of continuous service.The present value of the obligation under such defined benefit plans is determined based on actuarialvaluation, carried out by an independent actuary at each Balance Sheet date, using the Projected Unit CreditMethod, which recognises each period of service as giving rise to an additional unit of employee benefitentitlement and measures each unit separately to build up the final obligation.
The Defined Benefit Plans expose the Company to risk of actuarial deficit arising out of interest rate risk, salaryinflation risk and demographic risk.
(a) Interest Rate Risk: The defined benefit obligation calculated uses a discount rate based on governmentbonds. If bond yields fall, the defined benefit obligation will tend to increase.
(b) Salary Inflation Risk: Higher than expected increase in salary will increase the defined benefit obligation.
The Company maintains an actively managed capital base to cover risks inherent in the business whichincludes issued equity capital, share premium and all other equity reserves attributable to equity holders ofthe Company.
The primary objectives of the Company's capital management is to ensure that the Company complies withexternally imposed capital requirements and maintains strong credit ratings and healthy capital ratios inorder to support its business and to maximise shareholder value. The Company manages its capital structureand makes adjustments to it according to changes in economic conditions and the risk characteristics ofits activities. In order to maintain or adjust the capital structure, the Company may adjust the amount ofdividend payment to shareholders, return capital to shareholders or issue capital securities. No changes havebeen made to the objectives, policies and processes from the previous years except those incorporated onaccount of regulatory amendments. However, they are under constant review by the Board of Directors. TheCompany has complied with Paragraph 10 of Master direction - Reserve Bank of India (Non Banking Financialcompany -Scale Based Regulation) Direction, 2023.
This section gives an overview of the significance of financial instruments for the Company and providesadditional information on balance sheet items that contain financial instruments.
The details of material accounting policies, including the criteria for recognition, the basis of measurementand the basis on which income and expenses are recognised in respect of each class of Financial Asset,Financial Liability and Equity Instrument are disclosed in Note No. 1.14 to the Standalone financial statements.
Below are the methodologies and assumptions used to determine fair values for the above financialinstruments which are not recorded and measured at fair value in the Company's financial statements. Thesefair values were calculated for disclosure purposes only. The below methodologies and assumptions relateonly to the instruments in the above tables.
Loans having short term maturity (less than twelve months) are valued at carrying amounts, which are net ofimpairment and are considered reasonable approximation of their fair value. Loans having long term maturity(more than twelve months) are valued using a discounted cash flow model based on observable future cashflows based on term, discounted at the average lending rate of the Company.
Financial assets (excluding loans) generally have assets with short-term maturity (less than twelve months)as on balance sheet date and therefore, the carrying amounts, which are net of impairment, are a reasonableapproximation of their fair value.
Such instrument majorly include: Cash and Cash Equivalents, other bank balances, Receivables and otherfinancial assets.
Borrowing measured at Amortised Cost
The borrowing generally have liabilities with short-term maturity (less than twelve months) as on balancesheet date and therefore, the carrying amounts, are a reasonable approximation of their fair value.
Other financial liabilities have liability with short-term maturity (less than twelve months) as on balance sheetdate and therefore, the carrying amounts are a reasonable approximation of their fair value.
B) Fair Value Hierarchy
The following details provide an analysis of financial instruments that are measured subsequent to initialrecognition at fair value, grouped into Level 1 to Level 3, as described below:
Quoted prices in an active market (Level 1): Level 1 hierarchy includes financial instruments measured usingquoted prices. This includes listed equity instruments that have quoted price. The fair value of all equityinstruments which are traded in the stock exchanges is valued using the closing price as at the reporting period.
Valuation techniques with observable inputs (Level 2): Inputs other than quoted prices included within level1 that are observable for the asset or liability, either directly (that is, as prices) or indirectly (that is, derivedfrom prices). It includes fair value of the financial instruments that are not traded in an active market andare determined by using valuation techniques. These valuation techniques maximise the use of observablemarket data where it is available and rely as little as possible on the company specific estimated. If allsignificant inputs required to fair value an instrument are observable, then the instrument is included in level 2.
Valuation techniques with significant unobservable inputs (Level 3): If one or more of the significant inputsis not based on observable market data, the instrument is included in level 3. This is the case for investment inunlisted equity instruments carried at FVTPL included in level 3.
(i) Equity Instruments: The listed equity instruments are actively traded on stock exchanges with readilyavailable active prices on a regular basis. Such instruments are classified as Level 1. Unlisted equityinstruments are classified as Level 3.
(ii) Investment in Mutual funds and Alternative investment funds: Units held in the funds of Mutual fundsand AIF are measured based on their net asset value (NAV), taking into account redemption and/or otherrestrictions. Such instruments are generally Level 2. NAV represents the price at which the issuer will issuefurther units of funds and the price at which the issuers will redeem such units from the investors.
(iii) Derivatives financial instruments: Equity linked future and option contracts are measured on the basisof active market price of underlying equity instruments. Such instruments are classified as Level 2.
Since there are no assets and liabilities measured at fair value where significant unobservable inputs areused, hence the disclosure are not applicable.
Whilst risk is inherent in the Company's activities, it is managed through an integrated risk managementframework including ongoing identification, measurement and monitoring, subject to risk limits and othercontrols. This process of risk management is critical to the Company's continuing profitability and eachindividual within the Company is accountable for the risk exposures relating to his or her responsibilities. TheCompany is mainly exposed to market risk, liquidity risk and credit risk. It is also subject to various operatingand business risks.
The Board of Directors are responsible for the overall risk management approach and for approving the riskmanagement strategies and principles.
The Company has a robust Risk management framework to identify, evaluate business risk and opportunities.This framework seeks to create transparency, minimize adverse impact on the business objectives andenhance the competitive advantage. The framework has a different risk model which helps in identifying risktrends, exposure and potential impact analysis at a company level.
The Company's Financial Instruments are exposed to market changes as are summarised below:
The Company does not have any exposure to foreign currency. Hence, any fluctuations on account of foreigncurrency has not arisen.
The Company is exposed to equity price risk arising from its investments in equity instruments. Equity price riskis related to the change in market reference price of the investment in equity securities.
The Company is exposed to interest rate sensitivity on fixed and floating rate liabilities. The Company raisesfunds from financial institutions. In view of the financial nature of assets and liabilities, changes in marketinterest rates can affect its financial condition. Fluctuations in interest rates can occur due to both internaland external factors. Internal factors include composition of assets and liabilities, maturity profile, pricing ofborrowings and fixed and floating nature of assets and liabilities. External factors include macroeconomicdevelopments, competitive pressures, regulatory developments, and global factors.
Liquidity risk is the risk that the Company does not have sufficient financial resources to meet its obligationsas they fall due, or will have to do so at an excessive cost. This risk arises from mismatches in the timing ofcash flows which is inherent in all finance driven organisations and can be affected by a range of Company-specific and market-wide events.
Credit risk is the risk that the Company will incur a loss because its customers or counterparties fail to dischargetheir contractual obligations. The Company has established a credit quality review process to provide earlyidentification of possible changes in the creditworthiness of counterparties. The credit quality review processaims to allow the Company to assess the potential loss as a result of the risks to which it is exposed and takecorrective actions.
The principal business of the Company is to provide financing in the form of loans to its clients. Credit Risk is therisk of default of the counterparty to repay its obligations in a timely manner resulting in financial loss. Creditrisk encompasses both the direct risk of default and the risk of deterioration of creditworthiness as well asconcentration risks. The Company has lays down the credit evaluation and approval process in compliancewith regulatory guidelines.
The Company uses the Expected Credit Loss (ECL) Methodology to assess the impairment on financial assets.
In case of loan assets, The Probability of Default (pd) and Loss Given Default (LGD) is derived based on historicaldata on an unsegmented portfolio basis due to limitation of counts in past. The combination of the PD andLGD is applied on the Exposure at Default to compute the ECL, which is further adjusted for forward lookinginformation, if any.
In order to avoid excessive concentrations of risk, the Company's policies and procedures include specificguidelines to focus on maintaining a diversified portfolio. Identified concentrations of credit risks are controlledand managed accordingly.
41. There is no proceedings been initiated or pending against the Company for holding any benami propertyunder the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and the Rules made thereunder duringthe year ended 31st March, 2025 and 31st March,2024.
42 . The Company does not have any transaction with companies struck off U/s 248 of the Companies Act,
2013 or Section 560 of Companies Act, 1956.
43 . As at 31st March, 2025 and as at 31st March, 2024, there are no loans or advances in the nature of loans
granted to promoters, directors, KMPs and the related parties (as defined under the Companies Act, 2013),either severally or jointly with any other person that are repayable on demand or without specifying anyterms or period of repayment.
44 .The Company has duly registered it's charges or satisfaction of charges with the Registrar of Companies
(ROC).
45 . There are no transactions not recorded in the books of accounts during the year ended 31st March, 2025
and 31st March, 2024 that has been surrendered or disclosed as income in the tax assessments under theIncome Tax Act,1961
There are no previously unrecorded income and related assets to be recorded in the books of accountduring the year ended 31st March, 2025 and 31st March, 2024.
46 . The Company is not declared as wilful defaulter by any bank or financial Institution or other lender during
the year ended 31st March, 2025 and 31st March, 2024
(a) During the year ended and as at 31st March, 2025 and 31st March, 2024, the Company has notadvanced or loaned or invested funds (either borrowed funds or share premium or any other sourcesor kind of funds) to any other person(s) or entity(ies), including foreign entities (Intermediaries) withthe 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 whatsoeverby 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) During the year ended and as at 31st March, 2025 and 31st March, 2024, the Company has notreceived any fund from any person(s) or entity(ies), including foreign entities (Funding Party) with theunderstanding (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 whatsoeverby or on behalf of the Funding Party (Ultimate Beneficiaries) or
(ii) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
48 .The Company has not traded or invested in any Crypto Currency or Virtual Currency during the year
during the year ended 31st March, 2025 and 31st March, 2024.
49 . Information as required in terms of Master Direction - Reserve Bank of India (Non Banking Financial
Company-Scale Based regulation) Directions, 2023 is furnished vide Annexure - I attached herewith.These disclosures are prepared under Ind AS issued by MCA unless otherwise stated.
50 . The Company's operating segments is established in the manner consistent with the components of the
company that are evaluated regularly by the Chief Operating Decision Maker as defined in Ind AS 108,"Operating Segments". The business of the Company falls within a single operating reportable segmentviz., 'Financial services' and hence, there are no separate reporting segments as per Ind AS 108, "OperatingSegments".
51. Disclosure as per Paragraph 10 of Master direction - Reserve Bank of India (Non Banking Financial company-Scale Based Regulation) Direction, 2023 on 'Implementation of Indian Accounting Standards'.
A comparison between provisions required under Income Recognition, Asset Classification andProvisioning ('IRACP') and impairment allowances made under Ind AS 109 is given below:
Therefore, the effect of above Scheme of Arrangements has not been accounted in the books of accountof the Company.
54 . On January 21, 2025, the Company has acquired 5,100 shares (i.e. 51% of the equity share capital) of g 10each, aggregating to g 0.51 lakhs in Ashika Private Equity Advisors Private Limited (Formerly known asAshika Entercon Private Limited). Accordingly, Ashika Private Equity Advisors Private Limited (Formerlyknown as Ashika Entercon Private Limited) became subsidiary of the company w.e.f 21st January, 2025.
52 . The Company has complied with the number of layers prescribed under clause (87) of section 2 of theCompanies Act, 2013 read with Companies (Restriction on number of Layers) Rules, 2017 for the financialyear ended 31st March, 2025. However, the Company does not have any subsidiary as at 31st March, 2024and accordingly clause (87)of section 2 of the Act read with Companies (Restriction on number of Layers)Rules, 2017 is not applicable.
53. During the year ended 31st March, 2025, a Scheme of Arrangement ('the Scheme') involving mergerof Yaduka Financial Services Limited with the Company was approved by the Board of Directors of therespective companies at their meeting held on 31st July, 2024. The Scheme is subject to receipt of approvalfrom Hon'ble National Company Law Tribunal, Kolkata Bench and from Shareholders and Creditors of eachof the Companies, as may be required and other requisite Statutory/Regulatory Approvals, as applicable.The appointed date for the proposed scheme is 1st October, 2024.
During the year ended 31st March, 2025, the Board of Directors at its meeting held on 12th November, 2024,approved a Composite Scheme of Amalgamation ("the Composite Scheme") of: (i) Ashika Commodities& Derivatives Private Limited ("ACDPL" or "Transferor Company") Wholly Owned Subsidiary of Ashika GlobalSecurities Private Limited ("AGSPL" or "Amalgamating Company" or "Transferee Company"), with and intoAGSPL and (ii) AGSPL with and into Ashika Credit Capital Limited ("ACCL" or "Amalgamated Company") andtheir respective shareholders and creditors, under Sections 230 to 232 of the Companies Act, 2013 andother applicable laws including the rules and regulations. The Scheme is subject to receipt of approvalfrom Hon'ble National Company Law Tribunal, Kolkata Bench and from Shareholders and Creditors of eachof the Companies, as may be required and other requisite Statutory/Regulatory Approvals, as applicable.The appointed date for the proposed scheme is 1st April, 2025.
The Company has recognised its investment in subsidiary at cost.
55. Figures pertaining to previous year have been rearranged/regrouped, wherever necessary, to make themcomparable with those of current year.
Signature to Notes 1 to 55
As per our report of even date attached.
For DHC & Co. For and on behalf of the Board of Directors of Ashika Credit Capital Ltd.
Chartered Accountants
ICAI Firm Registration No. 103525W
Pradhan Priya Dass Pawan Jain Daulat Jain Chirag Jain
Partner Chairman Managing Director Executive Director & Chief Executive Officer
Membership No. 219962 (DIN: 00038076) (DIN: 00040088) (DIN: 07648747)
Place: Mumbai Place: Kolkata Place: Mumbai
Anju Mundhra Gaurav Jain
Company Secretary Chief Financial Officer
Place: Bengaluru (F6686) Place: Mumbai
Date: 10th May, 2025 Place: Mumbai