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ǀ Board of Directors 1 Annual Report 2019-20 Sekura Roads Limited
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Page 1: Annual Report 2019-20 Corporate Informaon

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ǀ Board of Directors ǀAnnual Report 2019-20 11

Annual Report 2019-20

Sekura Roads Limited

Corporate Informa�on

Name : Sekura Roads Limited

CIN : U74999MH2018PLC307603

Registered Office : 503, 5�� Floor, Windsor, Off CST Road, Kalina, Santacruz (East),

Mumbai – 400098, Maharashtra, India

Contact no.: +91-022-6841 7000

Email address: [email protected]

Website: www.sekura.in

Board of Directors

Mr. Manish Chitkara : Whole Time Director & CEO

Mr. Hemant Daga : Non- Execu�ve Director

Mr. Sunil Mitra : Independent Director

Mr. Shiva Kumar : Independent Director

Board Commi�ees

Investment Commi�ee

Mr. Shiva Kumar : Member

Mr. Manish Chitkara : Member

Mr. Sandip Das : Member

Mr. Pramod Sharma : Member

Opera�on Commi�ee

Mr. Manish Chitkara : Member

Mr. Vaibhav Doshi : Member

Mr. Sandip Das : Member

Mr. Pramod Sharma : Member

Auditors : M/s. Lodha & Co., Chartered Accountants

Chief Financial Officer : Mr. Vaibhav Doshi

Company Secretary : Ms. Krishna Parekh

Banker : ICICI Bank

Registrar and Share : NSDL Database Management Limited

Transfer agents 4�� Floor, Trade World A Wing, Kamala Mills Compound

Senapa� Bapat Marg, Lower Parel, Mumbai – 400 01

Contact no. : +91-022- 2499 4200

Email address : [email protected]

Website : | www.nsdl.co.in www.ndml-nsdl.co.in

Page 2: Annual Report 2019-20 Corporate Informaon

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ǀ Board of Directors ǀAnnual Report 2019-20 11

Annual Report 2019-20

Sekura Roads Limited

Corporate Informa�on

Name : Sekura Roads Limited

CIN : U74999MH2018PLC307603

Registered Office : 503, 5�� Floor, Windsor, Off CST Road, Kalina, Santacruz (East),

Mumbai – 400098, Maharashtra, India

Contact no.: +91-022-6841 7000

Email address: [email protected]

Website: www.sekura.in

Board of Directors

Mr. Manish Chitkara : Whole Time Director & CEO

Mr. Hemant Daga : Non- Execu�ve Director

Mr. Sunil Mitra : Independent Director

Mr. Shiva Kumar : Independent Director

Board Commi�ees

Investment Commi�ee

Mr. Shiva Kumar : Member

Mr. Manish Chitkara : Member

Mr. Sandip Das : Member

Mr. Pramod Sharma : Member

Opera�on Commi�ee

Mr. Manish Chitkara : Member

Mr. Vaibhav Doshi : Member

Mr. Sandip Das : Member

Mr. Pramod Sharma : Member

Auditors : M/s. Lodha & Co., Chartered Accountants

Chief Financial Officer : Mr. Vaibhav Doshi

Company Secretary : Ms. Krishna Parekh

Banker : ICICI Bank

Registrar and Share : NSDL Database Management Limited

Transfer agents 4�� Floor, Trade World A Wing, Kamala Mills Compound

Senapa� Bapat Marg, Lower Parel, Mumbai – 400 01

Contact no. : +91-022- 2499 4200

Email address : [email protected]

Website : | www.nsdl.co.in www.ndml-nsdl.co.in

Page 3: Annual Report 2019-20 Corporate Informaon

ǀ Board's Report ǀAnnual Report 2019-20 3

13

Company's Performance Review

Financial Performance:

During the financial year 2019-20:

Ÿ There is NIL Revenue from Opera�ons during the financial year 2019-20. The Other Income increased to 75.57 Lakh as ₹

against 1.90 Lakh in the previous financial year.₹

Ÿ The Total expenses increased to 986.69 Lakh as against 276.53 Lakh in the previous financial year. The Financial Cost ₹ ₹

increased to 35.07 Lakh as against 0.05 Lakh in the previous financial year whereas Deprecia�on and amor�za�on ₹ ₹

expense increased to 67.95 Lakh as against 5.04 Lakh in the previous financial year.₹ ₹

Ÿ As a result of increase in overall expenses, the Company incurred Loss of 1,014.14 Lakh for the current year as against ₹

the loss of 279.72 Lakh in the previous financial year. Post considering the Other Comprehensive Income, the amount ₹

of Loss carried to Balance Sheet is 1,290.87 Lakh for current financial year and 280.71 Lakh for previous financial year.₹ ₹

Business & Opera�ons:

Acquisi�on:

Ÿ During the financial year under review, the Company had submi�ed bid for certain road projects of IL&FS Transporta�on

Networks Limited (ITNL), an IL&FS Group company and was selected as the preferred Bidder in 3 Projects. However, due

to some li�ga�on between lenders and ITNL in one Project, the bid process for the same is on hold and the bid process

for balance 2 Projects is in advance stages of comple�on.

BOARD'S REPORT

To the Members of Sekura Roads Limited

ndThe Directors hereby present 2 Annual Report on the business, opera�ons and state of affairs of the Company together

with the audited financial statements for the financial year ended March 31, 2020:

Financial Highlights ( In Lakh) ₹

Par�culars March 31, 2020 March 31, 2019

Revenue from Opera�ons - -

Other Income 75.57 1.90

Total Income 75.57 1.90

Total Expenses 986.69 276.53

Finance Cost 35.07 0.05

Deprecia�on and amor�za�on expense 67.95 5.04

Profit /(Loss) before tax (1,014.14) (279.72)

Tax Expenses

(including Deferred Tax and fringe benefit tax, if any) - -

(Loss)/Profit for the year (1,014.14) (279.72)

Other Comprehensive Income 3.98 (0.99)

Balance in Profit & Loss account brought forward (280.71) -

Loss carried to Balance Sheet (1,290.87) (280.71)

Ÿ The Company is also exploring various opportuni�es for acquisi�on of the other road assets, and the process is in

various stages. The Company is hopeful of buying more assets going forward.

Safety, Health, Environment and Quality (SHEQ) Management:

During the year under review, in keeping with our Vision, Mission and Values, the Company has adopted and

implemented well defined Safety, Health, Environment and Quality Policy which sets out our commitment towards

safety, health, environment and quality. The Policy aims to ensure implementa�on of good industry prac�ces,

procedures and processes across our corporate offices, and opera�onal areas of subsidiaries to ensure safe,

sustainable opera�ons & maintenance and performance of assets across technical and financial parameters.

Various training programmes were conducted to educate and train the employees and build a culture that

understands, appreciates and values the importance to ma�ers pertaining to safety, health and environment.

Share Capital:

During the financial year 2019-20, the Company issued and allo�ed 50,00,000 equity shares of 10 each for cash at ₹

par aggrega�ng to 5,00,00,000 to Edelweiss Infrastructure Yield Fund.₹

Consequently, the paid-up share capital of the Company increased to 72,50,000 equity shares of 10 each aggrega�ng ₹

to 7,25,00,000.₹

Material changes have occurred between the end of financial year i.e. March 31, 2020 and the date of the report

affec�ng the financial posi�on of your Company

The Board of Directors of the Company at its mee�ng held on April 11, 2019, subject to approval of the MoRTH,

approved the proposal to invest in two road assets of Navayuga group viz; Navayuga Dhola Infra Projects Limited

(Dhola) and Navayuga Dibang Infra Projects Private Limited (Dibang). The Company completed acquisi�on of 100% of

equity shareholding of Dhola and Dibang on June 5, 2020. Thus, Dhola and Dibang become wholly-owned subsidiaries

of the Company.

Par�culars of Loans given, Investments made, Guarantees given and Securi�es provided

Par�culars of loans given, investments made, guarantees given and securi�es provided along with the purpose for

which the loan or guarantee or security is proposed to be u�lized by the recipient are provided in the financial

statement of the Company.

Fixed Deposits

The Company has not accepted any fixed deposits within the meaning of Sec�on 73 of the Companies Act, 2013 read

with Companies (Acceptance of Deposits) Rules, 2014 during the year.

Related Party Transac�ons

All transac�ons with related par�es entered into under sec�on 188 (1) of the Companies Act, 2013, were on arm's

length basis and in the ordinary course of business. Par�culars of contracts or arrangements with the related Par�es as

referred to in sub-sec�on (1) of Sec�on 188 are provided in the financial statement. All the Related Party Transac�ons

are reported in the Notes to the financial statements.

2

Page 4: Annual Report 2019-20 Corporate Informaon

ǀ Board's Report ǀAnnual Report 2019-20 3

13

Company's Performance Review

Financial Performance:

During the financial year 2019-20:

Ÿ There is NIL Revenue from Opera�ons during the financial year 2019-20. The Other Income increased to 75.57 Lakh as ₹

against 1.90 Lakh in the previous financial year.₹

Ÿ The Total expenses increased to 986.69 Lakh as against 276.53 Lakh in the previous financial year. The Financial Cost ₹ ₹

increased to 35.07 Lakh as against 0.05 Lakh in the previous financial year whereas Deprecia�on and amor�za�on ₹ ₹

expense increased to 67.95 Lakh as against 5.04 Lakh in the previous financial year.₹ ₹

Ÿ As a result of increase in overall expenses, the Company incurred Loss of 1,014.14 Lakh for the current year as against ₹

the loss of 279.72 Lakh in the previous financial year. Post considering the Other Comprehensive Income, the amount ₹

of Loss carried to Balance Sheet is 1,290.87 Lakh for current financial year and 280.71 Lakh for previous financial year.₹ ₹

Business & Opera�ons:

Acquisi�on:

Ÿ During the financial year under review, the Company had submi�ed bid for certain road projects of IL&FS Transporta�on

Networks Limited (ITNL), an IL&FS Group company and was selected as the preferred Bidder in 3 Projects. However, due

to some li�ga�on between lenders and ITNL in one Project, the bid process for the same is on hold and the bid process

for balance 2 Projects is in advance stages of comple�on.

BOARD'S REPORT

To the Members of Sekura Roads Limited

ndThe Directors hereby present 2 Annual Report on the business, opera�ons and state of affairs of the Company together

with the audited financial statements for the financial year ended March 31, 2020:

Financial Highlights ( In Lakh) ₹

Par�culars March 31, 2020 March 31, 2019

Revenue from Opera�ons - -

Other Income 75.57 1.90

Total Income 75.57 1.90

Total Expenses 986.69 276.53

Finance Cost 35.07 0.05

Deprecia�on and amor�za�on expense 67.95 5.04

Profit /(Loss) before tax (1,014.14) (279.72)

Tax Expenses

(including Deferred Tax and fringe benefit tax, if any) - -

(Loss)/Profit for the year (1,014.14) (279.72)

Other Comprehensive Income 3.98 (0.99)

Balance in Profit & Loss account brought forward (280.71) -

Loss carried to Balance Sheet (1,290.87) (280.71)

Ÿ The Company is also exploring various opportuni�es for acquisi�on of the other road assets, and the process is in

various stages. The Company is hopeful of buying more assets going forward.

Safety, Health, Environment and Quality (SHEQ) Management:

During the year under review, in keeping with our Vision, Mission and Values, the Company has adopted and

implemented well defined Safety, Health, Environment and Quality Policy which sets out our commitment towards

safety, health, environment and quality. The Policy aims to ensure implementa�on of good industry prac�ces,

procedures and processes across our corporate offices, and opera�onal areas of subsidiaries to ensure safe,

sustainable opera�ons & maintenance and performance of assets across technical and financial parameters.

Various training programmes were conducted to educate and train the employees and build a culture that

understands, appreciates and values the importance to ma�ers pertaining to safety, health and environment.

Share Capital:

During the financial year 2019-20, the Company issued and allo�ed 50,00,000 equity shares of 10 each for cash at ₹

par aggrega�ng to 5,00,00,000 to Edelweiss Infrastructure Yield Fund.₹

Consequently, the paid-up share capital of the Company increased to 72,50,000 equity shares of 10 each aggrega�ng ₹

to 7,25,00,000.₹

Material changes have occurred between the end of financial year i.e. March 31, 2020 and the date of the report

affec�ng the financial posi�on of your Company

The Board of Directors of the Company at its mee�ng held on April 11, 2019, subject to approval of the MoRTH,

approved the proposal to invest in two road assets of Navayuga group viz; Navayuga Dhola Infra Projects Limited

(Dhola) and Navayuga Dibang Infra Projects Private Limited (Dibang). The Company completed acquisi�on of 100% of

equity shareholding of Dhola and Dibang on June 5, 2020. Thus, Dhola and Dibang become wholly-owned subsidiaries

of the Company.

Par�culars of Loans given, Investments made, Guarantees given and Securi�es provided

Par�culars of loans given, investments made, guarantees given and securi�es provided along with the purpose for

which the loan or guarantee or security is proposed to be u�lized by the recipient are provided in the financial

statement of the Company.

Fixed Deposits

The Company has not accepted any fixed deposits within the meaning of Sec�on 73 of the Companies Act, 2013 read

with Companies (Acceptance of Deposits) Rules, 2014 during the year.

Related Party Transac�ons

All transac�ons with related par�es entered into under sec�on 188 (1) of the Companies Act, 2013, were on arm's

length basis and in the ordinary course of business. Par�culars of contracts or arrangements with the related Par�es as

referred to in sub-sec�on (1) of Sec�on 188 are provided in the financial statement. All the Related Party Transac�ons

are reported in the Notes to the financial statements.

2

Page 5: Annual Report 2019-20 Corporate Informaon

ǀ Board's Report ǀAnnual Report 2019-20 5

Directors and Key Managerial Personnel

i. Independent Directors

Mr. Sunil Mitra (DIN: 00113473) and Mr. Shiva Kumar (DIN: 06590343), are Independent Directors of the Company.

In accordance with the provisions of Sec�on 149 of the Companies Act, 2013, the Independent Directors have given the

declara�ons that they meet the criteria of independence as provided in the said Sec�on. Also, pursuant to the

no�fica�on of Ministry of Corporate Affairs dated October 22, 2019, Independent Director of the Company to apply

online to the Indian Ins�tute of Corporate Affairs at Manesar, for inclusion of his name in the data bank, in compliance

with the provisions of Rule 6 of Companies (Appointment and Qualifica�on of Directors) Rules, 2014. Independent

Directors are complied with such requirement.

ii. Execu�ve Directors

Mr. Manish Chitkara (DIN: 07746947), was appointed as a Whole-�me Director & Chief Execu�ve Officer of the

Company with effect from October 23, 2018.

As per the provisions of the Companies Act, 2013, Mr. Chitkara is liable to re�re by rota�on at the ensuing Annual

General Mee�ng and, being eligible, seeks reappointment.

In terms of Sec�on 102 of the Companies Act 2013 and the Secretarial Standards on the General Mee�ngs issued by the

Ins�tute of Company Secretaries of India, brief profile of Mr. Chitkara, is annexed to the No�ce convening the Annual

General Mee�ng of the Company.

iii. Non - Execu�ve (Non-Independent) Director

During the financial year under the review, Mr. Hemant Daga (DIN: 07783248) was Nominated by Edelweiss

Infrastructure Yield Fund to be appointed as Non-Execu�ve Director on the Board of the Company. Mr. Daga was

appointed as Non-Execu�ve Director with effect from May 28, 2019.

iv. Key Managerial Personnel

Mr. Vaibhav Doshi was appointed as Chief Financial Officer of the Company with effect from May 28, 2019.

Ms. Krishna Parekh was appointed as the Company Secretary & Compliance Officer of the Company with effect from

January 1, 2020.

Number of Board Mee�ngs held

The Board met 6 (Six) �mes during the financial year 2019-20.

Auditors & Audit Report

Appointment of Auditors for the financial year 2019-20

BSR & Co. LLP, Chartered Accountants, (Firm Registra�on No.101248W/W-100022) was appointed as the Auditor of the

Company by the Board of Directors on May 28, 2019 for a period of 5 years from the financial year 2018-19 to 2023-24.

The said appointment was approved by the Shareholders of the Company at the Annual General Mee�ng held on

September 11, 2019.

BSR & Co. LLP had expressed its unwillingness to con�nue as the Auditor of the Company for the Financial Year 2019-20 and

tendered its resigna�on.

Accordingly, the Board of Directors at its mee�ng held on March 5, 2020 recommended to appoint M/s. Lodha & Co. (Firm

Registra�on No. 301051E) as the Auditor to fill the casual vacancy caused in the office of the Auditor of the Company and to

carry out the audit of books of accounts of the Company for the financial year 2019-20 and to hold the office �ll the

conclusion of the Annual General Mee�ng to be held in the year 2020. The Members of the Company at the at an extra-

ordinary general mee�ng held on March 6, 2020, approved the aforesaid recommenda�on.

Audit Report for the financial year 2019-20

The Notes on financial statement referred to in the Auditors' Report are self-explanatory and do not call for any further

comments. The Auditors' Report does not contain any qualifica�on, reserva�on, adverse remark or disclaimer.

Re-appointment of Auditors:

M/s. Lodha & Co., confirmed their eligibility and have given their consent to be re-appointed as the Auditor of the Company.

The Board of Directors of the Company at its mee�ng held on July 30�� 2020 recommended re-appointment of M/s. Lodha &

Co. as the Auditor of the Company for the period of 5 years commencing from the conclusion of ensuing Annual General thMee�ng and shall hold the office �ll the conclusion of the 6 Annual General Mee�ng to be held in 2025 for the financial

year 2024-25.

Subsidiaries/Associate and Joint Venture Companies:

The Company did not have subsidiary or associate companies as on March 31, 2020.

Internal Financial Controls

The Company has in place Internal Financial Control system, commensurate with size & complexity of its opera�ons to

ensure proper recording of financial and opera�onal informa�on and compliance of various internal controls and other

regulatory and statutory compliances.

Risk Management Policy

Under the Risk Management Policy, the Company has implemented an elaborated risk management process and adopted

systema�c approach to mi�gate risk associated with accomplishment of objec�ves, opera�ons, revenues and regula�ons.

Company believes that this would ensure mi�ga�ng steps proac�vely and help to achieve stated objec�ves.

The Company's objec�ves can be viewed in the context of four categories viz; Strategic, Opera�ons, Repor�ng and

Compliance. We consider ac�vi�es at all levels of the organisa�on, i.e. Enterprise level, Business unit level and

Subsidiary/Asset level, in Risk Management framework. The Risk Management process of the Company focuses on four

elements, viz. (i) Establishing the context, (ii) Risk Assessment; (iii) Risk Treatment; and (iv) Risk Monitoring and Review.

The key risks and mi�ga�ng ac�ons are also placed before the Board on regular �me interval which reviews adequacy and

effec�veness of the Company's Risk control measures and monitors the implementa�on and strengthening of the

Company's risk management policies and systems.

Disclosure under Sexual Harassment of Women at Workplace (Preven�on, Prohibi�on & Redressal) Act, 2013

Your Company is commi�ed to provide a safe and secure environment to its women employees across its func�ons and

other women stakeholders. The Company has in place a Policy on preven�on of Sexual Harassment at the workplace in line

with the requirements of the Sexual Harassment of Women at the Workplace (Preven�on, Prohibi�on & Redressal) Act,

2013 and Rules framed thereunder. An Internal Commi�ee has been set up as per the statutory requirements, to redress

complaints received regarding sexual harassment. The policy has set guidelines on the redressal the and enquiry process

4

Page 6: Annual Report 2019-20 Corporate Informaon

ǀ Board's Report ǀAnnual Report 2019-20 5

Directors and Key Managerial Personnel

i. Independent Directors

Mr. Sunil Mitra (DIN: 00113473) and Mr. Shiva Kumar (DIN: 06590343), are Independent Directors of the Company.

In accordance with the provisions of Sec�on 149 of the Companies Act, 2013, the Independent Directors have given the

declara�ons that they meet the criteria of independence as provided in the said Sec�on. Also, pursuant to the

no�fica�on of Ministry of Corporate Affairs dated October 22, 2019, Independent Director of the Company to apply

online to the Indian Ins�tute of Corporate Affairs at Manesar, for inclusion of his name in the data bank, in compliance

with the provisions of Rule 6 of Companies (Appointment and Qualifica�on of Directors) Rules, 2014. Independent

Directors are complied with such requirement.

ii. Execu�ve Directors

Mr. Manish Chitkara (DIN: 07746947), was appointed as a Whole-�me Director & Chief Execu�ve Officer of the

Company with effect from October 23, 2018.

As per the provisions of the Companies Act, 2013, Mr. Chitkara is liable to re�re by rota�on at the ensuing Annual

General Mee�ng and, being eligible, seeks reappointment.

In terms of Sec�on 102 of the Companies Act 2013 and the Secretarial Standards on the General Mee�ngs issued by the

Ins�tute of Company Secretaries of India, brief profile of Mr. Chitkara, is annexed to the No�ce convening the Annual

General Mee�ng of the Company.

iii. Non - Execu�ve (Non-Independent) Director

During the financial year under the review, Mr. Hemant Daga (DIN: 07783248) was Nominated by Edelweiss

Infrastructure Yield Fund to be appointed as Non-Execu�ve Director on the Board of the Company. Mr. Daga was

appointed as Non-Execu�ve Director with effect from May 28, 2019.

iv. Key Managerial Personnel

Mr. Vaibhav Doshi was appointed as Chief Financial Officer of the Company with effect from May 28, 2019.

Ms. Krishna Parekh was appointed as the Company Secretary & Compliance Officer of the Company with effect from

January 1, 2020.

Number of Board Mee�ngs held

The Board met 6 (Six) �mes during the financial year 2019-20.

Auditors & Audit Report

Appointment of Auditors for the financial year 2019-20

BSR & Co. LLP, Chartered Accountants, (Firm Registra�on No.101248W/W-100022) was appointed as the Auditor of the

Company by the Board of Directors on May 28, 2019 for a period of 5 years from the financial year 2018-19 to 2023-24.

The said appointment was approved by the Shareholders of the Company at the Annual General Mee�ng held on

September 11, 2019.

BSR & Co. LLP had expressed its unwillingness to con�nue as the Auditor of the Company for the Financial Year 2019-20 and

tendered its resigna�on.

Accordingly, the Board of Directors at its mee�ng held on March 5, 2020 recommended to appoint M/s. Lodha & Co. (Firm

Registra�on No. 301051E) as the Auditor to fill the casual vacancy caused in the office of the Auditor of the Company and to

carry out the audit of books of accounts of the Company for the financial year 2019-20 and to hold the office �ll the

conclusion of the Annual General Mee�ng to be held in the year 2020. The Members of the Company at the at an extra-

ordinary general mee�ng held on March 6, 2020, approved the aforesaid recommenda�on.

Audit Report for the financial year 2019-20

The Notes on financial statement referred to in the Auditors' Report are self-explanatory and do not call for any further

comments. The Auditors' Report does not contain any qualifica�on, reserva�on, adverse remark or disclaimer.

Re-appointment of Auditors:

M/s. Lodha & Co., confirmed their eligibility and have given their consent to be re-appointed as the Auditor of the Company.

The Board of Directors of the Company at its mee�ng held on July 30�� 2020 recommended re-appointment of M/s. Lodha &

Co. as the Auditor of the Company for the period of 5 years commencing from the conclusion of ensuing Annual General thMee�ng and shall hold the office �ll the conclusion of the 6 Annual General Mee�ng to be held in 2025 for the financial

year 2024-25.

Subsidiaries/Associate and Joint Venture Companies:

The Company did not have subsidiary or associate companies as on March 31, 2020.

Internal Financial Controls

The Company has in place Internal Financial Control system, commensurate with size & complexity of its opera�ons to

ensure proper recording of financial and opera�onal informa�on and compliance of various internal controls and other

regulatory and statutory compliances.

Risk Management Policy

Under the Risk Management Policy, the Company has implemented an elaborated risk management process and adopted

systema�c approach to mi�gate risk associated with accomplishment of objec�ves, opera�ons, revenues and regula�ons.

Company believes that this would ensure mi�ga�ng steps proac�vely and help to achieve stated objec�ves.

The Company's objec�ves can be viewed in the context of four categories viz; Strategic, Opera�ons, Repor�ng and

Compliance. We consider ac�vi�es at all levels of the organisa�on, i.e. Enterprise level, Business unit level and

Subsidiary/Asset level, in Risk Management framework. The Risk Management process of the Company focuses on four

elements, viz. (i) Establishing the context, (ii) Risk Assessment; (iii) Risk Treatment; and (iv) Risk Monitoring and Review.

The key risks and mi�ga�ng ac�ons are also placed before the Board on regular �me interval which reviews adequacy and

effec�veness of the Company's Risk control measures and monitors the implementa�on and strengthening of the

Company's risk management policies and systems.

Disclosure under Sexual Harassment of Women at Workplace (Preven�on, Prohibi�on & Redressal) Act, 2013

Your Company is commi�ed to provide a safe and secure environment to its women employees across its func�ons and

other women stakeholders. The Company has in place a Policy on preven�on of Sexual Harassment at the workplace in line

with the requirements of the Sexual Harassment of Women at the Workplace (Preven�on, Prohibi�on & Redressal) Act,

2013 and Rules framed thereunder. An Internal Commi�ee has been set up as per the statutory requirements, to redress

complaints received regarding sexual harassment. The policy has set guidelines on the redressal the and enquiry process

4

Page 7: Annual Report 2019-20 Corporate Informaon

ǀ Board's Report ǀAnnual Report 2019-20 7

that is to be followed by complainants and the Internal Commi�ee whilst dealing with issues related to sexual harassment

at the work place.

The Company has been conduc�ng training/ workshop both for male and female employees sensi�zing them about the

issues and laws rela�ng to Sexual Harassment.

The Company has not received any complaint of sexual harassment during the financial year under the review.

Conserva�on of Energy, Technology Absorp�on and Foreign Exchange Earnings / Outgo

A. Conserva�on of energy: The opera�ons of your Company are not energy intensive. However, adequate measures have

been taken for conserva�on of energy.

B. Technology absorp�on

i) the efforts made towards technology absorp�on: The minimum technology required for the business has been

absorbed.

ii) the benefits derived like product improvement, cost reduc�on, product development or import subs�tu�on: Not

Applicable

iii) in case of imported technology (imported during the last three years reckoned from the beginning of the financial

year): Not Applicable

(a) the details of technology imported;

(b) the year of import;

(c) whether the technology been fully absorbed;

(d) if not fully absorbed, areas where absorp�on has not taken place, and the reasons thereof; and

(iv) the expenditure incurred on Research and Development: Nil

C. Foreign exchange earnings and outgo

There were no Foreign exchange earnings and outgo during the period under the review.

Extract of the Annual Return

In accordance with the provisions of the Companies Act, 2013 and the Rules framed thereunder, the extract of the

Annual Return in Form MGT – 9 for the financial year 2019-20 is given in Annexure I.

Vigil Mechanism/ Whistleblower Policy

The Company has a Whistle Blower Policy and has established the necessary vigil mechanism for directors and

employees in confirma�on with Sec�on 177(9) of the Companies Act, 2013, to report concerns about unethical

behaviour. The vigil mechanism/whistle blower policy may be accessed on the Company's website.

Directors' Responsibility Statement

The Board of Directors acknowledge the responsibility for ensuing compliances with the provisions of Sec�on 134(3)©

read with Sec�on 134(5) of the Companies Act, 2013 in the prepara�on of annual accounts for period ended on March

31, 2020 and state that:

(i) in the prepara�on of the annual accounts, the applicable accoun�ng standards have been followed;

(ii) such accoun�ng policies have been selected and applied them consistently and made judgments and es�mates

that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at March

31, 2020 and of the loss of the Company for the financial year ended on that date;

(iii) proper and sufficient care had been taken for the maintenance of adequate accoun�ng records in accordance

with the provisions of the Act for safeguarding the assets of the Company and for preven�ng and detec�ng fraud

and other irregulari�es;

(iv) the annual accounts have been prepared on a going concern basis;

(v) the Directors have laid down internal financial controls to be followed by the company and that such internal

financial controls are adequate and were opera�ng effec�vely; and

(vi) proper systems had been devised to ensure compliance with the provisions of all applicable laws and that such

systems were adequate and opera�ng effec�vely.

Other Disclosures

Ÿ No disclosure is required in respect of the details rela�ng to the deposits covered under Chapter V of the Companies

Act, 2013, issue of equity shares with differen�al rights as to dividend, vo�ng or otherwise, sweat equity shares, as

there were no transac�ons on these ma�ers during the financial year 2019-20

Ÿ There were no significant or material order passed by any regulator or court or tribunal which would impact the

status of the Company as a going concern and the opera�ons in future.

Ÿ The Company has complied with the Secretarial Standards issued by the Ins�tute of Company Secretaries of India.

Acknowledgments

Your Directors take this opportunity to thank all investors, customers, vendors, banks/financial ins�tu�ons, regulatory

and government authori�es and other stakeholders for their consistent support and encouragement to the Company.

The Directors also place on record their sincere apprecia�on to all employees of the Company for their hard work,

dedica�on and commitment. The enthusiasm and uns�n�ng efforts of the employees is enabling the Company to

accomplish its vision.

For and on behalf of the Board of Directors

Sekura Roads Limited

Manish Chitkara Hemant Daga

Whole-�me Director Director

DIN: 07746947 DIN: 07783248

Date: July 30, 2020

6

Page 8: Annual Report 2019-20 Corporate Informaon

ǀ Board's Report ǀAnnual Report 2019-20 7

that is to be followed by complainants and the Internal Commi�ee whilst dealing with issues related to sexual harassment

at the work place.

The Company has been conduc�ng training/ workshop both for male and female employees sensi�zing them about the

issues and laws rela�ng to Sexual Harassment.

The Company has not received any complaint of sexual harassment during the financial year under the review.

Conserva�on of Energy, Technology Absorp�on and Foreign Exchange Earnings / Outgo

A. Conserva�on of energy: The opera�ons of your Company are not energy intensive. However, adequate measures have

been taken for conserva�on of energy.

B. Technology absorp�on

i) the efforts made towards technology absorp�on: The minimum technology required for the business has been

absorbed.

ii) the benefits derived like product improvement, cost reduc�on, product development or import subs�tu�on: Not

Applicable

iii) in case of imported technology (imported during the last three years reckoned from the beginning of the financial

year): Not Applicable

(a) the details of technology imported;

(b) the year of import;

(c) whether the technology been fully absorbed;

(d) if not fully absorbed, areas where absorp�on has not taken place, and the reasons thereof; and

(iv) the expenditure incurred on Research and Development: Nil

C. Foreign exchange earnings and outgo

There were no Foreign exchange earnings and outgo during the period under the review.

Extract of the Annual Return

In accordance with the provisions of the Companies Act, 2013 and the Rules framed thereunder, the extract of the

Annual Return in Form MGT – 9 for the financial year 2019-20 is given in Annexure I.

Vigil Mechanism/ Whistleblower Policy

The Company has a Whistle Blower Policy and has established the necessary vigil mechanism for directors and

employees in confirma�on with Sec�on 177(9) of the Companies Act, 2013, to report concerns about unethical

behaviour. The vigil mechanism/whistle blower policy may be accessed on the Company's website.

Directors' Responsibility Statement

The Board of Directors acknowledge the responsibility for ensuing compliances with the provisions of Sec�on 134(3)©

read with Sec�on 134(5) of the Companies Act, 2013 in the prepara�on of annual accounts for period ended on March

31, 2020 and state that:

(i) in the prepara�on of the annual accounts, the applicable accoun�ng standards have been followed;

(ii) such accoun�ng policies have been selected and applied them consistently and made judgments and es�mates

that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at March

31, 2020 and of the loss of the Company for the financial year ended on that date;

(iii) proper and sufficient care had been taken for the maintenance of adequate accoun�ng records in accordance

with the provisions of the Act for safeguarding the assets of the Company and for preven�ng and detec�ng fraud

and other irregulari�es;

(iv) the annual accounts have been prepared on a going concern basis;

(v) the Directors have laid down internal financial controls to be followed by the company and that such internal

financial controls are adequate and were opera�ng effec�vely; and

(vi) proper systems had been devised to ensure compliance with the provisions of all applicable laws and that such

systems were adequate and opera�ng effec�vely.

Other Disclosures

Ÿ No disclosure is required in respect of the details rela�ng to the deposits covered under Chapter V of the Companies

Act, 2013, issue of equity shares with differen�al rights as to dividend, vo�ng or otherwise, sweat equity shares, as

there were no transac�ons on these ma�ers during the financial year 2019-20

Ÿ There were no significant or material order passed by any regulator or court or tribunal which would impact the

status of the Company as a going concern and the opera�ons in future.

Ÿ The Company has complied with the Secretarial Standards issued by the Ins�tute of Company Secretaries of India.

Acknowledgments

Your Directors take this opportunity to thank all investors, customers, vendors, banks/financial ins�tu�ons, regulatory

and government authori�es and other stakeholders for their consistent support and encouragement to the Company.

The Directors also place on record their sincere apprecia�on to all employees of the Company for their hard work,

dedica�on and commitment. The enthusiasm and uns�n�ng efforts of the employees is enabling the Company to

accomplish its vision.

For and on behalf of the Board of Directors

Sekura Roads Limited

Manish Chitkara Hemant Daga

Whole-�me Director Director

DIN: 07746947 DIN: 07783248

Date: July 30, 2020

6

Page 9: Annual Report 2019-20 Corporate Informaon

Annexure – I

FORM NO. MGT - 9EXTRACT OF ANNUAL RETURN

as on the financial year ended March 31, 2020

[Pursuant to Sec�on 92(3) of the Companies Act, 2013, and Rule 12(1) of the

Companies (Management and Administra�on) Rules, 2014]

I CIN U74999MH2018PLC307603

ii Registra�on Date 05-04-2018

iii Name of the Company SEKURA ROADS LIMITED

iv Category/Sub-Category of the Company Company limited by Shares / Non-govt

v Whether listed Company (Yes/No) No

vi Address of the Registered Office and contact details* 503, 5�� Floor, Windsor, Off CST Road,

Kalina, Santacruz (East), Mumbai – 400098,

Maharashtra, India

Contact no.: +91-022-6841 7000

Email address: [email protected]

vii Name, Address and Contact details of Registrar and NSDL Database Management Limited

Transfer Agent, if any 11t� Floor, D Wing, Kamala Mills

Compound, Senapa� Bapat Marg, Lower Parel,

Mumbai - 400013, Maharashtra, India

Sr. Name and Descrip�on of Main NIC Code of the % to total turnover of No. Product/Services Product the Company

1 - - -

III. PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES

100% of the Equity Share capital of the Company is owned by Edelweiss Infrastructure Yield Plus (6 Equity shares

through individuals as its Nominee), a SEBI registered Category I Alternate Investment Fund.

II. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY

All the business ac�vi�es contribu�ng 10% or more of the total turnover of the company shall be stated:-

I. REGISTRATION AND OTHER DETAILS:

Note: There is NIL Revenue from Opera�ons during the financial year 2019-20

9ǀ Board's Report ǀAnnual Report 2019-20

IV. SHARE HOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity)

(i) Category-wise Share Holding

Category No. of Shares held at the beginning No. of Shares held at the end %

of of the year of the year Change

Shareholders during

Demat Physical Total % of Demat Physical Total % of the

Total Total year

Shares Shares

A. Promoters

(1) Indian

a) Individual/ HUF - - - - - - - - -

b) Central Govt. - - - - - - - - -

c) State Govt(s). - - - - - - - - -

d) Bodies Corp. - - - - - - - - -

e) Bank/ FI - - - - - - - - -

f) Any Otherf 22,49,994 6 22,50,000 100.00 72,49,995 5 72,50,000 100.00 -Sub-Total (A)(1)

(2) Foreign

a) NRIs-Individuals - - - - - - - - -

b) Other-Individuals - - - - - - - - -

c) Bodies Corp. - - - - - - - - -

d) Bank/ FI - - - - - - - - -

e) Any Other - - - - - - - - -

Sub-Total (A)(2) - - - - - - - - -

Total shareholding 22,49,994 6 22,50,000 100.00 72,49,995 5 72,50,000 100.00 -

of Promoter

(A) = (A)(1) + (A)(2)

B. Public Shareholding

1. Ins�tu�ons

a) Mutual Funds - - - - - - - - -

b) Bank/ FI - - - - - - - - -

c) Central Govt. - - - - - - - - -

d) State Govt(s). - - - - - - - - -

e) Venture Capital

Funds - - - - - - - - -

f) Insurance

Companies - - - - - - - - -

g) FIIs - - - - - - - - -

h) Foreign Venture - - - - - - - - -

Capital Funds

i) Others (specify) - - - - - - - - -

Sub-Total (B)(1) - - - - - - - - -

8

Page 10: Annual Report 2019-20 Corporate Informaon

Annexure – I

FORM NO. MGT - 9EXTRACT OF ANNUAL RETURN

as on the financial year ended March 31, 2020

[Pursuant to Sec�on 92(3) of the Companies Act, 2013, and Rule 12(1) of the

Companies (Management and Administra�on) Rules, 2014]

I CIN U74999MH2018PLC307603

ii Registra�on Date 05-04-2018

iii Name of the Company SEKURA ROADS LIMITED

iv Category/Sub-Category of the Company Company limited by Shares / Non-govt

v Whether listed Company (Yes/No) No

vi Address of the Registered Office and contact details* 503, 5�� Floor, Windsor, Off CST Road,

Kalina, Santacruz (East), Mumbai – 400098,

Maharashtra, India

Contact no.: +91-022-6841 7000

Email address: [email protected]

vii Name, Address and Contact details of Registrar and NSDL Database Management Limited

Transfer Agent, if any 11t� Floor, D Wing, Kamala Mills

Compound, Senapa� Bapat Marg, Lower Parel,

Mumbai - 400013, Maharashtra, India

Sr. Name and Descrip�on of Main NIC Code of the % to total turnover of No. Product/Services Product the Company

1 - - -

III. PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES

100% of the Equity Share capital of the Company is owned by Edelweiss Infrastructure Yield Plus (6 Equity shares

through individuals as its Nominee), a SEBI registered Category I Alternate Investment Fund.

II. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY

All the business ac�vi�es contribu�ng 10% or more of the total turnover of the company shall be stated:-

I. REGISTRATION AND OTHER DETAILS:

Note: There is NIL Revenue from Opera�ons during the financial year 2019-20

9ǀ Board's Report ǀAnnual Report 2019-20

IV. SHARE HOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity)

(i) Category-wise Share Holding

Category No. of Shares held at the beginning No. of Shares held at the end %

of of the year of the year Change

Shareholders during

Demat Physical Total % of Demat Physical Total % of the

Total Total year

Shares Shares

A. Promoters

(1) Indian

a) Individual/ HUF - - - - - - - - -

b) Central Govt. - - - - - - - - -

c) State Govt(s). - - - - - - - - -

d) Bodies Corp. - - - - - - - - -

e) Bank/ FI - - - - - - - - -

f) Any Otherf 22,49,994 6 22,50,000 100.00 72,49,995 5 72,50,000 100.00 -Sub-Total (A)(1)

(2) Foreign

a) NRIs-Individuals - - - - - - - - -

b) Other-Individuals - - - - - - - - -

c) Bodies Corp. - - - - - - - - -

d) Bank/ FI - - - - - - - - -

e) Any Other - - - - - - - - -

Sub-Total (A)(2) - - - - - - - - -

Total shareholding 22,49,994 6 22,50,000 100.00 72,49,995 5 72,50,000 100.00 -

of Promoter

(A) = (A)(1) + (A)(2)

B. Public Shareholding

1. Ins�tu�ons

a) Mutual Funds - - - - - - - - -

b) Bank/ FI - - - - - - - - -

c) Central Govt. - - - - - - - - -

d) State Govt(s). - - - - - - - - -

e) Venture Capital

Funds - - - - - - - - -

f) Insurance

Companies - - - - - - - - -

g) FIIs - - - - - - - - -

h) Foreign Venture - - - - - - - - -

Capital Funds

i) Others (specify) - - - - - - - - -

Sub-Total (B)(1) - - - - - - - - -

8

Page 11: Annual Report 2019-20 Corporate Informaon

Category of No. of Shares held at the beginning No. of Shares held at the end %

Shareholders of the year of the year Change

during

Demat Physical Total % of Demat Physical Total % of the

Total Total year

Shares Shares

2. Non- Ins�tu�ons

a) Bodies Corp.

I) Indian - - - - - - - - -Overseas - - - - - - - - -

b) Individuals - - - - - - - - -

i) Individual shareholders holding nominal share capital upto ` 1 lakh - - - - - - - - -

ii) Individual shareholders holding nominal share capital in excess of ` 1 lakh - - - - - - - - -

c) Others (specify) - - - - - - - - -

Partnership Firm

Sub-Total (B)(2) - - - - - - - - -

Total Public shareholding (B)

(B)(1) + (B)(2) - - - - - - - -

C. Shares held by Custodian for GDRs & ADRs

Grand Total 22,49,994 6 22,50,000 100.00 72,49,995 5 72,50,000 100.00 -

(A+B+C)

(ii) Shareholding of Promoters

Sr. Shareholder’s Shareholding at the beginning of Shareholding at the end of %

No. Name the year the year Change in

No. of % of total % of No. of No. of % of total % of Shareholding

Shares Shares Shares Shares Shares Shares during the

of the Pledged / of the Pledged / year

company encumbered company encumbered

to total to total

shares shares

1 Edelweiss 22,50,000 100.00 - 72,50,000 100.00 - 100.00

Infrastructure

Yield Plus

Note: Out of total 72,50,000 Equity Shares, 6 Equity shares are held by Edelweiss Infrastructure Yield Plus through

individuals as its nominees.

11ǀ Board's Report ǀAnnual Report 2019-20

(iii) Change in Promoters’ Shareholding (please specify, if there is no change)

Sr. Par�culars Shareholding at the beginning Shareholding at the end

No. of the year of the year

No. of % of total Shares No. of % of total Shares

Shares of the company Shares of the company

1 Edelweiss Infrastructure Yield Plus

At the beginning of the year 22,49,994 100.00

Allotment on 19-08-2019 50,00,000 72,49,994 100.00

At the End of the year 72,49,994 100.00

Note: There is no change in equity shareholding of Edelweiss Infrastructure Yield Plus held through

individuals as its nominees

(iv) Shareholding Pa�ern of top ten Shareholders (other than Directors, Promoters and Holders

of GDRs and ADRs):

Sr. For Each of the Top 10 Shareholders Shareholding at the Cumula�ve Shareholding

No. beginning of the year during the year

No. of % of total Shares No. of % of total Shares

Shares of the company Shares of the company

- Nil -

(v) Shareholding of Directors and Key Managerial Personnel:

Sr. Shareholding at the For Each of the Directors and Cumula�ve Shareholding

No. beginning of the year KMP during the year

No. of % of total Shares No. of % of total Shares

Shares of the company Shares of the company

- Nil -

V. INDEBTEDNESS

Indebtedness of the Company including interest outstanding/accrued but not due for payment: NIL

10

Page 12: Annual Report 2019-20 Corporate Informaon

Category of No. of Shares held at the beginning No. of Shares held at the end %

Shareholders of the year of the year Change

during

Demat Physical Total % of Demat Physical Total % of the

Total Total year

Shares Shares

2. Non- Ins�tu�ons

a) Bodies Corp.

I) Indian - - - - - - - - -Overseas - - - - - - - - -

b) Individuals - - - - - - - - -

i) Individual shareholders holding nominal share capital upto ` 1 lakh - - - - - - - - -

ii) Individual shareholders holding nominal share capital in excess of ` 1 lakh - - - - - - - - -

c) Others (specify) - - - - - - - - -

Partnership Firm

Sub-Total (B)(2) - - - - - - - - -

Total Public shareholding (B)

(B)(1) + (B)(2) - - - - - - - -

C. Shares held by Custodian for GDRs & ADRs

Grand Total 22,49,994 6 22,50,000 100.00 72,49,995 5 72,50,000 100.00 -

(A+B+C)

(ii) Shareholding of Promoters

Sr. Shareholder’s Shareholding at the beginning of Shareholding at the end of %

No. Name the year the year Change in

No. of % of total % of No. of No. of % of total % of Shareholding

Shares Shares Shares Shares Shares Shares during the

of the Pledged / of the Pledged / year

company encumbered company encumbered

to total to total

shares shares

1 Edelweiss 22,50,000 100.00 - 72,50,000 100.00 - 100.00

Infrastructure

Yield Plus

Note: Out of total 72,50,000 Equity Shares, 6 Equity shares are held by Edelweiss Infrastructure Yield Plus through

individuals as its nominees.

11ǀ Board's Report ǀAnnual Report 2019-20

(iii) Change in Promoters’ Shareholding (please specify, if there is no change)

Sr. Par�culars Shareholding at the beginning Shareholding at the end

No. of the year of the year

No. of % of total Shares No. of % of total Shares

Shares of the company Shares of the company

1 Edelweiss Infrastructure Yield Plus

At the beginning of the year 22,49,994 100.00

Allotment on 19-08-2019 50,00,000 72,49,994 100.00

At the End of the year 72,49,994 100.00

Note: There is no change in equity shareholding of Edelweiss Infrastructure Yield Plus held through

individuals as its nominees

(iv) Shareholding Pa�ern of top ten Shareholders (other than Directors, Promoters and Holders

of GDRs and ADRs):

Sr. For Each of the Top 10 Shareholders Shareholding at the Cumula�ve Shareholding

No. beginning of the year during the year

No. of % of total Shares No. of % of total Shares

Shares of the company Shares of the company

- Nil -

(v) Shareholding of Directors and Key Managerial Personnel:

Sr. Shareholding at the For Each of the Directors and Cumula�ve Shareholding

No. beginning of the year KMP during the year

No. of % of total Shares No. of % of total Shares

Shares of the company Shares of the company

- Nil -

V. INDEBTEDNESS

Indebtedness of the Company including interest outstanding/accrued but not due for payment: NIL

10

Page 13: Annual Report 2019-20 Corporate Informaon

VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

A. Remunera�on to Managing Director, Whole-�me Directors and/or Manager:

Sr. Par�culars of Remunera�on* Manish Chitkara Total No. CEO & WTD Amount

1 Gross Salary (₹)

(a) Salary as per provisions contained in sec�on 17(1) 1,43,34,044 1,43,34,044

of the Income Tax Act (b) Value of perquisites u/s 17(2) Income Tax Act, 1961 - - (c) Profits in lieu of salary under Sec�on 17(3) - -

Income Tax Act, 1961

2. Stock Op�on - -

3 Sweat Equity - -

4 Commission - - - As % of Profit - Others, specify

5 Others, please specify (CTC Reimbursement and 6,35,960 6,35,960

Employer PF contribu�on)

Total (A) 1,49,70,004 1,49,70,004

Ceiling as per the Act Within the prescribed limit

* Remunera�on as CEO & WTD for financial year 2019-20

B. Remunera�on of other directors:

Sr Par�culars of Remunera�on Name of Directors Total

No. Mr. Shiva Kumar Mr. Sunil Mitra Amount

1 Independent Directors

• Fee for a�ending board and commi�ee mee�ngs 1,82,000 1,00,000 2,82,000

• Commission - - -

• Others, please specif - - -

Total (1) 1,82,000 1,00,000 2,82,000

2 Other Non-Execu�ve Directors

• Fee for a�ending board commi�ee mee�ngs - - -

• Commission - - -

• Others, please specify - - -

Total (2) - - -

Total Managerial Remunera�on 1,82,000 1,00,000 2,82,000

(B) = (1+2)

Overall Ceiling as per the Act The total Managerial Remunera�on is within

the ceilings prescribed.

12 13ǀ Board's Report ǀAnnual Report 2019-20

C. Remunera�on to Key Managerial Personnel other than MD/ Manager/ WTD

Sr Par�culars of Remunera�on* Key Managerial Personnel TotalAmount No. Name of KMP Vaibhav Doshi Krishna Parekh

CFO CS

(From 28-05-19 (From 01-01-20

Tenure as KMP to 31-03-2020) to 31-03-2020)

1. Gross Salary

(a) Salary as per provisions contained in sec�on 17(1) 38,71,725 1,74,693 40,46,418

of the Income Tax Act

(b) Value of perquisites u/s 17(2) Income Tax Act, 1961

(c) -Profits in lieu of salary under Sec�on 17(3) of Income Tax - - -

Act, 1961

2. Stock Op�on - - -

3. Sweat Equity - - -

4. Commission - - -

5. Others, please specify 3,26,944 8,808 3,35,752

(CTC Reimbursement and Employer PF Contribu�on)

Total 41,98,669 1,83,501 43,82,170

* Prorated remunera�on for the period appointed as KMP in financial year 2019-20

VII. PENALTIES/ PUNISHMENT/ COMPOUNDING OF OFFENCES: NIL

For and on behalf of the Board of Directors

Sekura Roads Limited

Manish Chitkara Hemant Daga

Whole-�me Director & CEO Director

DIN: 07746947 DIN: 07783248

Date: 30 July, 2020

Page 14: Annual Report 2019-20 Corporate Informaon

VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

A. Remunera�on to Managing Director, Whole-�me Directors and/or Manager:

Sr. Par�culars of Remunera�on* Manish Chitkara Total No. CEO & WTD Amount

1 Gross Salary (₹)

(a) Salary as per provisions contained in sec�on 17(1) 1,43,34,044 1,43,34,044

of the Income Tax Act (b) Value of perquisites u/s 17(2) Income Tax Act, 1961 - - (c) Profits in lieu of salary under Sec�on 17(3) - -

Income Tax Act, 1961

2. Stock Op�on - -

3 Sweat Equity - -

4 Commission - - - As % of Profit - Others, specify

5 Others, please specify (CTC Reimbursement and 6,35,960 6,35,960

Employer PF contribu�on)

Total (A) 1,49,70,004 1,49,70,004

Ceiling as per the Act Within the prescribed limit

* Remunera�on as CEO & WTD for financial year 2019-20

B. Remunera�on of other directors:

Sr Par�culars of Remunera�on Name of Directors Total

No. Mr. Shiva Kumar Mr. Sunil Mitra Amount

1 Independent Directors

• Fee for a�ending board and commi�ee mee�ngs 1,82,000 1,00,000 2,82,000

• Commission - - -

• Others, please specif - - -

Total (1) 1,82,000 1,00,000 2,82,000

2 Other Non-Execu�ve Directors

• Fee for a�ending board commi�ee mee�ngs - - -

• Commission - - -

• Others, please specify - - -

Total (2) - - -

Total Managerial Remunera�on 1,82,000 1,00,000 2,82,000

(B) = (1+2)

Overall Ceiling as per the Act The total Managerial Remunera�on is within

the ceilings prescribed.

12 13ǀ Board's Report ǀAnnual Report 2019-20

C. Remunera�on to Key Managerial Personnel other than MD/ Manager/ WTD

Sr Par�culars of Remunera�on* Key Managerial Personnel TotalAmount No. Name of KMP Vaibhav Doshi Krishna Parekh

CFO CS

(From 28-05-19 (From 01-01-20

Tenure as KMP to 31-03-2020) to 31-03-2020)

1. Gross Salary

(a) Salary as per provisions contained in sec�on 17(1) 38,71,725 1,74,693 40,46,418

of the Income Tax Act

(b) Value of perquisites u/s 17(2) Income Tax Act, 1961

(c) -Profits in lieu of salary under Sec�on 17(3) of Income Tax - - -

Act, 1961

2. Stock Op�on - - -

3. Sweat Equity - - -

4. Commission - - -

5. Others, please specify 3,26,944 8,808 3,35,752

(CTC Reimbursement and Employer PF Contribu�on)

Total 41,98,669 1,83,501 43,82,170

* Prorated remunera�on for the period appointed as KMP in financial year 2019-20

VII. PENALTIES/ PUNISHMENT/ COMPOUNDING OF OFFENCES: NIL

For and on behalf of the Board of Directors

Sekura Roads Limited

Manish Chitkara Hemant Daga

Whole-�me Director & CEO Director

DIN: 07746947 DIN: 07783248

Date: 30 July, 2020

Page 15: Annual Report 2019-20 Corporate Informaon

7

F I N A N C I A L S T A T E M E N T S

14 ǀ Financial Statements

Page 16: Annual Report 2019-20 Corporate Informaon

Independent Auditor's Report

To The Members of Sekura Road Limited

Opinion

We have audited the financial statements of Sekura Road Limited (“the Company”), which comprise of Balance Sheet as stat 31 March, 2020, the Statement of Profit and Loss (including Other Comprehensive Income), the Statement of

Changes in Equity and the Statement of Cash Flows for the year then ended, and notes to the financial statements,

including a summary of significant accoun�ng policies and other explanatory informa�on.

In our opinion and to the best of our informa�on and according to the explana�ons given to us, the aforesaid financial

statements give the informa�on required by the Companies Act, 2013 (the Act) in the manner so required and give a true

and fair view in conformity with the accoun�ng principles generally accepted in India, of the state of affairs of the stCompany as at 31 March, 2020, and its losses, changes in equity and cash flows for the year ended on that date.

Basis for Opinion

We conducted our audit in accordance with the Standards on Audi�ng (SAs) specified under Sec�on 143(10) of the Act.

Our responsibili�es under those Standards are further described in the Auditor's Responsibili�es for the Audit of the

Financial Statements sec�on of our report. We are independent of the Company in accordance with the Code of Ethics

issued by the Ins�tute of Chartered Accountants of India (ICAI) together with the ethical requirements that are relevant

to our audit of the financial statements under the provisions of the Act and the Rules thereunder and we have fulfilled

our other ethical responsibili�es in accordance with these requirements and the Code of Ethics. We believe that the

audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Informa�on Other than the Financial Statements and Auditor's report thereon

The Company's Board of Directors is responsible for the prepara�on of other informa�on. The Other informa�on

comprises the informa�on included in the Board's Report including Annexures to the Board report, but does not include

the financial statement and our auditor's report thereon.

Our opinion on the financial statements does not cover the other informa�on and we do not express any form of

assurance conclusion thereon.

In connec�on with our audit of the financial statements, our responsibility is to read the other informa�on and, in doing

so, consider whether the other informa�on is materially inconsistent with the financial statements or our knowledge

obtained during the course of our audit or otherwise appears to be materially misstated.

If, based on the work we have performed, we conclude that there is a material misstatement of this other informa�on;

we required to report that fact. We have nothing to report in this regard.

Management responsibili�es for the Financial Statements

The Company's Board of Directors is responsible for the ma�ers stated in Sec�on 134(5) of the Act with respect to the

prepara�on of these Ind AS financial statements that give a true and fair view of the financial posi�on, financial

performance (including other comprehensive income), changes in equity and cash flows of the Company in accordance

with the accoun�ng principles generally accepted in India, including the Indian Accoun�ng Standards (Ind AS) specified

under Sec�on 133 of the Act. This responsibility also includes maintenance of adequate accoun�ng records in

accordance with the provisions of the Act for safeguarding of the assets of the Company and for preven�ng and

detec�ng frauds and other irregulari�es; selec�on and applica�on of appropriate accoun�ng policies; making

judgments and es�mates that are reasonable and prudent; and design, implementa�on and maintenance of adequate

internal financial controls, that were opera�ng effec�vely for ensuring the accuracy and completeness of the accoun�ng

records, relevant to the prepara�on and presenta�on of the financial statements that give a true and fair view and are

free from material misstatement, whether due to fraud or error.

In preparing the financial statements, Board of Directors is responsible for assessing the Company's ability to con�nue as

a going concern, disclosing, as applicable, ma�ers related to going concern and using the going concern basis of

accoun�ng unless management either intends to liquidate the Company or to cease opera�ons, or has no realis�c

alterna�ve but to do so.

The Board of Directors are also responsible for overseeing the Company's financial repor�ng process.

Auditor's Responsibili�es for the Audit of the Financial Statements

Our objec�ves are to obtain reasonable assurance about whether the financial statements as a whole are free from

material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion.

Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs

will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are

considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic

decisions of users taken on the basis of these financial statements.

As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skep�cism

throughout the audit. We also:

· Iden�fy and assess the risks of material misstatement of the financial statements, whether due to fraud or

error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is

sufficient and appropriate to provide a basis for our opinion. The risk of not detec�ng a material misstatement

resul�ng from fraud is higher than for one resul�ng from error, as fraud may involve collusion, forgery,

inten�onal omissions, misrepresenta�ons, or the override of internal control.

· Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are

appropriate in the circumstances. Under Sec�on 143(3) (i) of the Act, we are also responsible for expressing our

opinion on whether the Company has adequate internal financial controls system in place and the opera�ng

effec�veness of such controls.

· Evaluate the appropriateness of accoun�ng policies used and the reasonableness of accoun�ng es�mates and

related disclosures made by the management.

· Conclude on the appropriateness of Management's use of the going concern basis of accoun�ng and, based on

the audit evidence obtained, whether a material uncertainty exists related to events or condi�ons that may

cast significant doubt on the en�ty's ability to con�nue as a going concern. If we conclude that a material

uncertainty exists, we are required to draw a�en�on in our auditor's report to the related disclosures in the

financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on

the audit evidence obtained up to the date of our auditor's report. However, future events or condi�ons may

cause the Company to cease to con�nue as a going concern.

ǀ Financial Statements ǀAnnual Report 2019-20 15 16

Page 17: Annual Report 2019-20 Corporate Informaon

Independent Auditor's Report

To The Members of Sekura Road Limited

Opinion

We have audited the financial statements of Sekura Road Limited (“the Company”), which comprise of Balance Sheet as stat 31 March, 2020, the Statement of Profit and Loss (including Other Comprehensive Income), the Statement of

Changes in Equity and the Statement of Cash Flows for the year then ended, and notes to the financial statements,

including a summary of significant accoun�ng policies and other explanatory informa�on.

In our opinion and to the best of our informa�on and according to the explana�ons given to us, the aforesaid financial

statements give the informa�on required by the Companies Act, 2013 (the Act) in the manner so required and give a true

and fair view in conformity with the accoun�ng principles generally accepted in India, of the state of affairs of the stCompany as at 31 March, 2020, and its losses, changes in equity and cash flows for the year ended on that date.

Basis for Opinion

We conducted our audit in accordance with the Standards on Audi�ng (SAs) specified under Sec�on 143(10) of the Act.

Our responsibili�es under those Standards are further described in the Auditor's Responsibili�es for the Audit of the

Financial Statements sec�on of our report. We are independent of the Company in accordance with the Code of Ethics

issued by the Ins�tute of Chartered Accountants of India (ICAI) together with the ethical requirements that are relevant

to our audit of the financial statements under the provisions of the Act and the Rules thereunder and we have fulfilled

our other ethical responsibili�es in accordance with these requirements and the Code of Ethics. We believe that the

audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Informa�on Other than the Financial Statements and Auditor's report thereon

The Company's Board of Directors is responsible for the prepara�on of other informa�on. The Other informa�on

comprises the informa�on included in the Board's Report including Annexures to the Board report, but does not include

the financial statement and our auditor's report thereon.

Our opinion on the financial statements does not cover the other informa�on and we do not express any form of

assurance conclusion thereon.

In connec�on with our audit of the financial statements, our responsibility is to read the other informa�on and, in doing

so, consider whether the other informa�on is materially inconsistent with the financial statements or our knowledge

obtained during the course of our audit or otherwise appears to be materially misstated.

If, based on the work we have performed, we conclude that there is a material misstatement of this other informa�on;

we required to report that fact. We have nothing to report in this regard.

Management responsibili�es for the Financial Statements

The Company's Board of Directors is responsible for the ma�ers stated in Sec�on 134(5) of the Act with respect to the

prepara�on of these Ind AS financial statements that give a true and fair view of the financial posi�on, financial

performance (including other comprehensive income), changes in equity and cash flows of the Company in accordance

with the accoun�ng principles generally accepted in India, including the Indian Accoun�ng Standards (Ind AS) specified

under Sec�on 133 of the Act. This responsibility also includes maintenance of adequate accoun�ng records in

accordance with the provisions of the Act for safeguarding of the assets of the Company and for preven�ng and

detec�ng frauds and other irregulari�es; selec�on and applica�on of appropriate accoun�ng policies; making

judgments and es�mates that are reasonable and prudent; and design, implementa�on and maintenance of adequate

internal financial controls, that were opera�ng effec�vely for ensuring the accuracy and completeness of the accoun�ng

records, relevant to the prepara�on and presenta�on of the financial statements that give a true and fair view and are

free from material misstatement, whether due to fraud or error.

In preparing the financial statements, Board of Directors is responsible for assessing the Company's ability to con�nue as

a going concern, disclosing, as applicable, ma�ers related to going concern and using the going concern basis of

accoun�ng unless management either intends to liquidate the Company or to cease opera�ons, or has no realis�c

alterna�ve but to do so.

The Board of Directors are also responsible for overseeing the Company's financial repor�ng process.

Auditor's Responsibili�es for the Audit of the Financial Statements

Our objec�ves are to obtain reasonable assurance about whether the financial statements as a whole are free from

material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion.

Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs

will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are

considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic

decisions of users taken on the basis of these financial statements.

As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skep�cism

throughout the audit. We also:

· Iden�fy and assess the risks of material misstatement of the financial statements, whether due to fraud or

error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is

sufficient and appropriate to provide a basis for our opinion. The risk of not detec�ng a material misstatement

resul�ng from fraud is higher than for one resul�ng from error, as fraud may involve collusion, forgery,

inten�onal omissions, misrepresenta�ons, or the override of internal control.

· Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are

appropriate in the circumstances. Under Sec�on 143(3) (i) of the Act, we are also responsible for expressing our

opinion on whether the Company has adequate internal financial controls system in place and the opera�ng

effec�veness of such controls.

· Evaluate the appropriateness of accoun�ng policies used and the reasonableness of accoun�ng es�mates and

related disclosures made by the management.

· Conclude on the appropriateness of Management's use of the going concern basis of accoun�ng and, based on

the audit evidence obtained, whether a material uncertainty exists related to events or condi�ons that may

cast significant doubt on the en�ty's ability to con�nue as a going concern. If we conclude that a material

uncertainty exists, we are required to draw a�en�on in our auditor's report to the related disclosures in the

financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on

the audit evidence obtained up to the date of our auditor's report. However, future events or condi�ons may

cause the Company to cease to con�nue as a going concern.

ǀ Financial Statements ǀAnnual Report 2019-20 15 16

Page 18: Annual Report 2019-20 Corporate Informaon

ǀ Financial Statements ǀAnnual Report 2019-20

· Evaluate the overall presenta�on, structure and content of the financial statements, including the disclosures,

and whether the financial statements represent the underlying transac�ons and events in a manner that

achieves fair presenta�on.

Materiality is the magnitude of misstatements in the financial statements that individually or in aggregate makes it

probable that the economic decisions of a reasonably knowledgeable user of the financial statements may be

influenced. We consider quan�ta�ve materiality and qualita�ve factors in (i) planning the scope of our audit work and in

evalua�ng the results of our work and (ii) to evaluate the effect of any iden�fied misstatements in the financial

statements.

We communicate with those charged with governance regarding, among other ma�ers, the planned scope and �ming of

the audit and significant audit findings, including any significant deficiencies in internal control that we iden�fy during

our audit.

We also provide those charged with governance with a statement that we have complied with relevant ethical

requirements regarding independence, and to communicate with them all rela�onships and other ma�ers that may

reasonably be thought to bear on our independence, and where applicable, related safeguards.

Other Ma�ers

sti) The financial statements of the Company for the year ended 31 March, 2019, were audited by another auditor who

expressed an unmodified opinion on those statements on 28th May, 2019. Opening balances have been considered

based on these audited financial statements.

ii) A�en�on is drawn to note 34 of the financial statements regarding management's assessment of the Covid-19

pandemic and na�onwide lockdown to the opera�ons of the Company.

Our opinion is not modified in respect of these ma�ers.

Report on Other Legal and Regulatory Requirements

Pursuant to the Companies (Auditor's Report) Order, 2016 ("the Order"), issued by the Central Government of India in

terms of sub-sec�on (11) of Sec�on 143 of the Act, we give in the Annexure “A” a statement on the ma�ers specified in

paragraphs 3 and 4 of the Order, to the extent applicable.

As required by Sec�on 143(3) of the Act, we report that:

(a) We have sought and obtained all the informa�on and explana�ons which to the best of our knowledge and

belief were necessary for the purposes of our audit.

(b) In our opinion, proper books of account as required by law have been kept by the Company so far as it appears

from our examina�on of those books and records.

(c) The Balance sheet, the Statement of Profit & Loss (including other comprehensive income), the Statement of

Changes in Equity and the Statement of Cash Flows dealt with by this Report are in agreement with the books of

account.

(d) In our opinion, the aforesaid financial statements comply with the Accoun�ng Standards specified under

Sec�on 133 of the Act.

st(e) On the basis of the wri�en representa�ons received from the directors as on 31 March, 2020 taken on records stby the Board of Directors, none of the directors is disqualified as on 31 March, 2020 from being appointed as a

Director in terms of Sec�on 164(2) of the Act.

(f) With respect to the adequacy of the internal financial controls over financial repor�ng of the Company and the

opera�ng effec�veness of such controls, refer to our separate Report in Annexure “B”.

(g) With respect to the other ma�ers to be included in the Auditor's Report in accordance with the requirements of Sec�on 197(16) of the Act, as amended:

In our opinion and according to the informa�on and explana�ons given to us and as further explained in Note 28 to the financial statements, during the year, the remunera�on paid by the Company to its directors is in accordance with the provisions of Sec�on 197 read with clause (b) (i) of Sec�on III of Part II of Schedule V of the Act.

(h) With respect to the other ma�ers to be included in the Auditor's report in accordance with the rule 11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our informa�on and according to the explana�ons given to us:

i. The Company does not have any pending li�ga�ons which would impact its financial posi�on.

ii. The Company did not have any long-term contracts including deriva�ve contracts for which there were any material foreseeable losses.

iii. There were no amounts which were required to be transferred, to the Investor Educa�on and Protec�on Fund by the Company.

For LODHA & COMPANY

Chartered Accountants

Firm registra�on No. – 301051E

Mumbai R. P. Baradiyath

30 July, 2020 Partner

Membership No.044101

UDIN: 20044101AAABJM1462

17 18

Page 19: Annual Report 2019-20 Corporate Informaon

ǀ Financial Statements ǀAnnual Report 2019-20

· Evaluate the overall presenta�on, structure and content of the financial statements, including the disclosures,

and whether the financial statements represent the underlying transac�ons and events in a manner that

achieves fair presenta�on.

Materiality is the magnitude of misstatements in the financial statements that individually or in aggregate makes it

probable that the economic decisions of a reasonably knowledgeable user of the financial statements may be

influenced. We consider quan�ta�ve materiality and qualita�ve factors in (i) planning the scope of our audit work and in

evalua�ng the results of our work and (ii) to evaluate the effect of any iden�fied misstatements in the financial

statements.

We communicate with those charged with governance regarding, among other ma�ers, the planned scope and �ming of

the audit and significant audit findings, including any significant deficiencies in internal control that we iden�fy during

our audit.

We also provide those charged with governance with a statement that we have complied with relevant ethical

requirements regarding independence, and to communicate with them all rela�onships and other ma�ers that may

reasonably be thought to bear on our independence, and where applicable, related safeguards.

Other Ma�ers

sti) The financial statements of the Company for the year ended 31 March, 2019, were audited by another auditor who

expressed an unmodified opinion on those statements on 28th May, 2019. Opening balances have been considered

based on these audited financial statements.

ii) A�en�on is drawn to note 34 of the financial statements regarding management's assessment of the Covid-19

pandemic and na�onwide lockdown to the opera�ons of the Company.

Our opinion is not modified in respect of these ma�ers.

Report on Other Legal and Regulatory Requirements

Pursuant to the Companies (Auditor's Report) Order, 2016 ("the Order"), issued by the Central Government of India in

terms of sub-sec�on (11) of Sec�on 143 of the Act, we give in the Annexure “A” a statement on the ma�ers specified in

paragraphs 3 and 4 of the Order, to the extent applicable.

As required by Sec�on 143(3) of the Act, we report that:

(a) We have sought and obtained all the informa�on and explana�ons which to the best of our knowledge and

belief were necessary for the purposes of our audit.

(b) In our opinion, proper books of account as required by law have been kept by the Company so far as it appears

from our examina�on of those books and records.

(c) The Balance sheet, the Statement of Profit & Loss (including other comprehensive income), the Statement of

Changes in Equity and the Statement of Cash Flows dealt with by this Report are in agreement with the books of

account.

(d) In our opinion, the aforesaid financial statements comply with the Accoun�ng Standards specified under

Sec�on 133 of the Act.

st(e) On the basis of the wri�en representa�ons received from the directors as on 31 March, 2020 taken on records stby the Board of Directors, none of the directors is disqualified as on 31 March, 2020 from being appointed as a

Director in terms of Sec�on 164(2) of the Act.

(f) With respect to the adequacy of the internal financial controls over financial repor�ng of the Company and the

opera�ng effec�veness of such controls, refer to our separate Report in Annexure “B”.

(g) With respect to the other ma�ers to be included in the Auditor's Report in accordance with the requirements of Sec�on 197(16) of the Act, as amended:

In our opinion and according to the informa�on and explana�ons given to us and as further explained in Note 28 to the financial statements, during the year, the remunera�on paid by the Company to its directors is in accordance with the provisions of Sec�on 197 read with clause (b) (i) of Sec�on III of Part II of Schedule V of the Act.

(h) With respect to the other ma�ers to be included in the Auditor's report in accordance with the rule 11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our informa�on and according to the explana�ons given to us:

i. The Company does not have any pending li�ga�ons which would impact its financial posi�on.

ii. The Company did not have any long-term contracts including deriva�ve contracts for which there were any material foreseeable losses.

iii. There were no amounts which were required to be transferred, to the Investor Educa�on and Protec�on Fund by the Company.

For LODHA & COMPANY

Chartered Accountants

Firm registra�on No. – 301051E

Mumbai R. P. Baradiyath

30 July, 2020 Partner

Membership No.044101

UDIN: 20044101AAABJM1462

17 18

Page 20: Annual Report 2019-20 Corporate Informaon

ǀ Financial Statements ǀAnnual Report 2019-20

“ANNEXURE A”

ANNEXURE REFERRED TO IN PARAGRAPH “REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS” OF OUR stREPORT TO THE MEMBERS OF “THE COMPANY”FOR THE YEAR ENDED 31 MARCH, 2020

On the basis of such checks as we considered appropriate and according to the informa�on and explana�ons given to us

during the course of our audit, we state that:

1. a)� The Company has maintained proper records showing full par�culars, including quan�ta�ve details and

situa�on of property, plant and equipment (fixed assets).

b) � All property, plant and equipment were physically verified during the year by the Management. According to

the informa�on and explana�on given to us, no material discrepancies were no�ced on such verifica�on.

c) � The Company does not own any immovable property. Therefore, the provisions of clause 3(i)(c) of the Order

are not applicable to the Company.

2. The Company does not have any inventory. Therefore, the provisions of clause 3(ii) of the Order are not applicable to

the Company.

3. The Company has not granted any loans, secured or unsecured to par�es covered in the register maintained under

Sec�on 189 of the Act. Accordingly, the provisions of clause 3(iii) of the Order are not applicable to the Company.

4. The Company has not granted any loans, made any investments or provided any guarantees or securi�es and hence

the provisions of clause 3(iv) of the Order are not applicable to the Company.

5. In our opinion and according to the informa�on and explana�ons given to us, no deposits have been accepted by

the Company within the meaning of direc�ves issued by Reserve Bank of India (RBI) and Sec�ons 73 to 76 or any

other relevant provisions of the Act and rules framed there under.

6. According to the informa�on and explana�ons given to us, the Central Government has not prescribed

maintenance of cost records under clause (d) of sub-sec�on (1) of Sec�on 148 of the Act in respect of Company's

services. Accordingly, the provisions of clause 3(vi) of the Order are not applicable to the Company.

7. a) � According to the informa�on and explana�ons given to us and on the basis of our examina�on of the

records, the Company is generally regular in deposi�ng undisputed statutory dues including provident

fund, income- tax, goods and service tax and other statutory dues applicable to the Company with

appropriate authori�es. No undisputed amounts in respect of the aforesaid statutory dues were

outstanding as at the last day of the financial year for a period of more than six months from the date they

became payable.

b) � According to the informa�on and explana�ons given to us and on the basis of our examina�on of the

records of the Company, there are no dues of income tax, goods and service tax and other applicable

statutory dues, which have not been deposited on account of any dispute.�8. The Company has not defaulted in payment of dues to debenture holders during the year. The Company has not

taken any loans or borrowings from financial ins�tu�ons, banks and government.

9. Based on the informa�on and explana�ons given to us by the management, the Company has not raised any money

by way of term loan or ini�al public offer or further public offer (including debt instrument) during the year.

10. During the course of our examina�on of the books and records of the Company, carried out in accordance with the

generally accepted audi�ng prac�ces in India and according to the informa�on and explana�ons given to us, we

have neither come across any instance of fraud by or on the Company by its officers or employees, no�ced or

reported during the year, nor have we been informed of such case by the management.

11. In our opinion and according to the informa�on and explana�ons given to us and as further explained in Note 28 to

the financial statements, the managerial remunera�on paid or provided for the managerial personnel of the

Company is in accordance with the provisions of Sec�on 197 read with clause (b)(I) of sec�on III of part II of Schedule

V of the Act.

12. In our opinion and according to the informa�on and explana�ons given to us, the Company is not a Nidhi Company.

Therefore, the provisions of clause 3(xii) of the Order are not applicable to the Company.

13. During the course of our examina�on of the books of account and other records of the Company, carried out in

accordance with the generally accepted audi�ng prac�ces in India and according to the informa�on and

explana�ons given to us, all transac�ons with the related party are in compliance with Sec�on 188 of the Act and the

details have been disclosed as required by the applicable Accoun�ng Standard. (Refer Note no 28 to the Financial

Statements). The provisions of Sec�on 177 of the Act are not applicable to the Company.

14. During the year, the Company has not made any preferen�al allotment or private placement of shares or fully

or par�ally conver�ble debentures. Therefore, the provisions of clause 3(xiv) of the Order are not applicable to

the Company.

15. Based on the informa�on and explana�ons given to us, the Company has not entered into any non-cash

transac�ons prescribed under Sec�on 192 of the Act with directors or persons connected with them during

the year.

16. The Company is not required to be registered under Sec�on 45-IA of the Reserve Bank of India Act, 1934. Therefore,

the provisions of clause 3(xvi) of the Order are not applicable to the Company.

For LODHA & COMPANY

Chartered Accountants

Firm registra�on No. – 301051E

Mumbai R. P. Baradiyath30 July, 2020 Partner

Membership No.044101

UDIN: 20044101AAABJM1462

19 20

Page 21: Annual Report 2019-20 Corporate Informaon

ǀ Financial Statements ǀAnnual Report 2019-20

“ANNEXURE A”

ANNEXURE REFERRED TO IN PARAGRAPH “REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS” OF OUR stREPORT TO THE MEMBERS OF “THE COMPANY”FOR THE YEAR ENDED 31 MARCH, 2020

On the basis of such checks as we considered appropriate and according to the informa�on and explana�ons given to us

during the course of our audit, we state that:

1. a)� The Company has maintained proper records showing full par�culars, including quan�ta�ve details and

situa�on of property, plant and equipment (fixed assets).

b) � All property, plant and equipment were physically verified during the year by the Management. According to

the informa�on and explana�on given to us, no material discrepancies were no�ced on such verifica�on.

c) � The Company does not own any immovable property. Therefore, the provisions of clause 3(i)(c) of the Order

are not applicable to the Company.

2. The Company does not have any inventory. Therefore, the provisions of clause 3(ii) of the Order are not applicable to

the Company.

3. The Company has not granted any loans, secured or unsecured to par�es covered in the register maintained under

Sec�on 189 of the Act. Accordingly, the provisions of clause 3(iii) of the Order are not applicable to the Company.

4. The Company has not granted any loans, made any investments or provided any guarantees or securi�es and hence

the provisions of clause 3(iv) of the Order are not applicable to the Company.

5. In our opinion and according to the informa�on and explana�ons given to us, no deposits have been accepted by

the Company within the meaning of direc�ves issued by Reserve Bank of India (RBI) and Sec�ons 73 to 76 or any

other relevant provisions of the Act and rules framed there under.

6. According to the informa�on and explana�ons given to us, the Central Government has not prescribed

maintenance of cost records under clause (d) of sub-sec�on (1) of Sec�on 148 of the Act in respect of Company's

services. Accordingly, the provisions of clause 3(vi) of the Order are not applicable to the Company.

7. a) � According to the informa�on and explana�ons given to us and on the basis of our examina�on of the

records, the Company is generally regular in deposi�ng undisputed statutory dues including provident

fund, income- tax, goods and service tax and other statutory dues applicable to the Company with

appropriate authori�es. No undisputed amounts in respect of the aforesaid statutory dues were

outstanding as at the last day of the financial year for a period of more than six months from the date they

became payable.

b) � According to the informa�on and explana�ons given to us and on the basis of our examina�on of the

records of the Company, there are no dues of income tax, goods and service tax and other applicable

statutory dues, which have not been deposited on account of any dispute.�8. The Company has not defaulted in payment of dues to debenture holders during the year. The Company has not

taken any loans or borrowings from financial ins�tu�ons, banks and government.

9. Based on the informa�on and explana�ons given to us by the management, the Company has not raised any money

by way of term loan or ini�al public offer or further public offer (including debt instrument) during the year.

10. During the course of our examina�on of the books and records of the Company, carried out in accordance with the

generally accepted audi�ng prac�ces in India and according to the informa�on and explana�ons given to us, we

have neither come across any instance of fraud by or on the Company by its officers or employees, no�ced or

reported during the year, nor have we been informed of such case by the management.

11. In our opinion and according to the informa�on and explana�ons given to us and as further explained in Note 28 to

the financial statements, the managerial remunera�on paid or provided for the managerial personnel of the

Company is in accordance with the provisions of Sec�on 197 read with clause (b)(I) of sec�on III of part II of Schedule

V of the Act.

12. In our opinion and according to the informa�on and explana�ons given to us, the Company is not a Nidhi Company.

Therefore, the provisions of clause 3(xii) of the Order are not applicable to the Company.

13. During the course of our examina�on of the books of account and other records of the Company, carried out in

accordance with the generally accepted audi�ng prac�ces in India and according to the informa�on and

explana�ons given to us, all transac�ons with the related party are in compliance with Sec�on 188 of the Act and the

details have been disclosed as required by the applicable Accoun�ng Standard. (Refer Note no 28 to the Financial

Statements). The provisions of Sec�on 177 of the Act are not applicable to the Company.

14. During the year, the Company has not made any preferen�al allotment or private placement of shares or fully

or par�ally conver�ble debentures. Therefore, the provisions of clause 3(xiv) of the Order are not applicable to

the Company.

15. Based on the informa�on and explana�ons given to us, the Company has not entered into any non-cash

transac�ons prescribed under Sec�on 192 of the Act with directors or persons connected with them during

the year.

16. The Company is not required to be registered under Sec�on 45-IA of the Reserve Bank of India Act, 1934. Therefore,

the provisions of clause 3(xvi) of the Order are not applicable to the Company.

For LODHA & COMPANY

Chartered Accountants

Firm registra�on No. – 301051E

Mumbai R. P. Baradiyath30 July, 2020 Partner

Membership No.044101

UDIN: 20044101AAABJM1462

19 20

Page 22: Annual Report 2019-20 Corporate Informaon

ǀ Financial Statements ǀAnnual Report 2019-20

“ANNEXURE B”

Report on the Internal Financial Controls under Clause (i) of Sub-sec�on 3 of Sec�on 143 of the Act

We have audited the internal financial controls over financial repor�ng of Sekura Road Limited (“the Company”) as stof 31 March, 2020 in conjunc�on with our audit of the Financial Statements of the Company for the year ended on

that date.

Management's Responsibility for Internal Financial Controls

The Company's management is responsible for establishing and maintaining internal financial controls based on the

internal control over financial repor�ng criteria established by the Company considering the essen�al components of

internal control stated in the Guidance Note on Audit of Internal Financial Controls over Financial Repor�ng issued by

the Ins�tute of Chartered Accountants of India (“ICAI”). These responsibili�es include the design, implementa�on and

maintenance of adequate internal financial controls that were opera�ng effec�vely for ensuring the orderly and efficient

conduct of its business, including adherence to company's policies, the safeguarding of its assets, the preven�on and

detec�on of frauds and errors, the accuracy and completeness of the accoun�ng records, and the �mely prepara�on of

reliable financial informa�on, as required under the Act.

Auditors' Responsibility

Our responsibility is to express an opinion on the Company's internal financial controls over financial repor�ng based on

our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over

Financial Repor�ng (the “Guidance Note”) and the Standards on Audi�ng and deemed to be prescribed under Sec�on

143(10) of the Act, to the extent applicable to an audit of internal financial controls, both applicable to an audit of

Internal Financial Controls and, both issued by the ICAI. Those Standards and the Guidance Note require that we comply

with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate

internal financial controls over financial repor�ng was established and maintained and if such controls operated

effec�vely in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls

system over financial repor�ng and their opera�ng effec�veness. Our audit of internal financial controls over financial

repor�ng included obtaining an understanding of internal financial controls over financial repor�ng, assessing the risk

that a material weakness exists, and tes�ng and evalua�ng the design and opera�ng effec�veness of internal control

based on the assessed risk. The procedures selected depend on the auditor's judgment, including the assessment of the

risks of material misstatement of the financial statements, whether due to fraud or error.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion

on the Company's internal financial controls system over financial repor�ng.

Meaning of Internal Financial Controls Over Financial Repor�ng

A company's internal financial control over financial repor�ng is a process designed to provide reasonable assurance

regarding the reliability of financial repor�ng and the prepara�on of financial statements for external purposes in

accordance with generally accepted accoun�ng principles. A company's internal financial control over financial

repor�ng includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable

detail, accurately and fairly reflect the transac�ons and disposi�ons of the assets of the company; (2) provide reasonable

assurance that transac�ons are recorded as necessary to permit prepara�on of financial statements in accordance with

generally accepted accoun�ng principles, and that receipts and expenditures of the company are being made only in

accordance with authorisa�ons of management and directors of the company; and (3) provide reasonable assurance

regarding preven�on or �mely detec�on of unauthorised acquisi�on, use, or disposi�on of the company's assets that

could have a material effect on the financial statements.

Inherent Limita�ons of Internal Financial Controls Over Financial Repor�ng

Because of the inherent limita�ons of internal financial controls over financial repor�ng, including the possibility of

collusion or improper management override of controls, material misstatements due to error or fraud may occur and

not be detected. Also, projec�ons of any evalua�on of the internal financial controls over financial repor�ng to future

periods are subject to the risk that the internal financial control over financial repor�ng may become inadequate

because of changes in condi�ons, or that the degree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion, the Company has broadly, in all material respects, an adequate internal financial controls system over stfinancial repor�ng and such internal financial controls over financial repor�ng were opera�ng effec�vely as at 31

March, 2020, based on the internal control over financial repor�ng criteria established by the Company considering the

essen�al components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over

Financial Repor�ng issued by the ICAI.

For LODHA & COMPANY

Chartered Accountants

Firm registra�on No. – 301051E

Mumbai R. P. Baradiyath30 July, 2020 Partner

Membership No.044101

UDIN: 20044101AAABJM1462

21 22

Page 23: Annual Report 2019-20 Corporate Informaon

ǀ Financial Statements ǀAnnual Report 2019-20

“ANNEXURE B”

Report on the Internal Financial Controls under Clause (i) of Sub-sec�on 3 of Sec�on 143 of the Act

We have audited the internal financial controls over financial repor�ng of Sekura Road Limited (“the Company”) as stof 31 March, 2020 in conjunc�on with our audit of the Financial Statements of the Company for the year ended on

that date.

Management's Responsibility for Internal Financial Controls

The Company's management is responsible for establishing and maintaining internal financial controls based on the

internal control over financial repor�ng criteria established by the Company considering the essen�al components of

internal control stated in the Guidance Note on Audit of Internal Financial Controls over Financial Repor�ng issued by

the Ins�tute of Chartered Accountants of India (“ICAI”). These responsibili�es include the design, implementa�on and

maintenance of adequate internal financial controls that were opera�ng effec�vely for ensuring the orderly and efficient

conduct of its business, including adherence to company's policies, the safeguarding of its assets, the preven�on and

detec�on of frauds and errors, the accuracy and completeness of the accoun�ng records, and the �mely prepara�on of

reliable financial informa�on, as required under the Act.

Auditors' Responsibility

Our responsibility is to express an opinion on the Company's internal financial controls over financial repor�ng based on

our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over

Financial Repor�ng (the “Guidance Note”) and the Standards on Audi�ng and deemed to be prescribed under Sec�on

143(10) of the Act, to the extent applicable to an audit of internal financial controls, both applicable to an audit of

Internal Financial Controls and, both issued by the ICAI. Those Standards and the Guidance Note require that we comply

with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate

internal financial controls over financial repor�ng was established and maintained and if such controls operated

effec�vely in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls

system over financial repor�ng and their opera�ng effec�veness. Our audit of internal financial controls over financial

repor�ng included obtaining an understanding of internal financial controls over financial repor�ng, assessing the risk

that a material weakness exists, and tes�ng and evalua�ng the design and opera�ng effec�veness of internal control

based on the assessed risk. The procedures selected depend on the auditor's judgment, including the assessment of the

risks of material misstatement of the financial statements, whether due to fraud or error.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion

on the Company's internal financial controls system over financial repor�ng.

Meaning of Internal Financial Controls Over Financial Repor�ng

A company's internal financial control over financial repor�ng is a process designed to provide reasonable assurance

regarding the reliability of financial repor�ng and the prepara�on of financial statements for external purposes in

accordance with generally accepted accoun�ng principles. A company's internal financial control over financial

repor�ng includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable

detail, accurately and fairly reflect the transac�ons and disposi�ons of the assets of the company; (2) provide reasonable

assurance that transac�ons are recorded as necessary to permit prepara�on of financial statements in accordance with

generally accepted accoun�ng principles, and that receipts and expenditures of the company are being made only in

accordance with authorisa�ons of management and directors of the company; and (3) provide reasonable assurance

regarding preven�on or �mely detec�on of unauthorised acquisi�on, use, or disposi�on of the company's assets that

could have a material effect on the financial statements.

Inherent Limita�ons of Internal Financial Controls Over Financial Repor�ng

Because of the inherent limita�ons of internal financial controls over financial repor�ng, including the possibility of

collusion or improper management override of controls, material misstatements due to error or fraud may occur and

not be detected. Also, projec�ons of any evalua�on of the internal financial controls over financial repor�ng to future

periods are subject to the risk that the internal financial control over financial repor�ng may become inadequate

because of changes in condi�ons, or that the degree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion, the Company has broadly, in all material respects, an adequate internal financial controls system over stfinancial repor�ng and such internal financial controls over financial repor�ng were opera�ng effec�vely as at 31

March, 2020, based on the internal control over financial repor�ng criteria established by the Company considering the

essen�al components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over

Financial Repor�ng issued by the ICAI.

For LODHA & COMPANY

Chartered Accountants

Firm registra�on No. – 301051E

Mumbai R. P. Baradiyath30 July, 2020 Partner

Membership No.044101

UDIN: 20044101AAABJM1462

21 22

Page 24: Annual Report 2019-20 Corporate Informaon

ǀ Financial Statememts ǀAnnual Report 2019-20

Balance Sheet as at March 31, 2020

(All amount are in ₹ lakhs , unless otherwise stated)

Par�culars Notes As at As at

March 31, 2020 March 31, 2019

ASSETS

1) Non-current assets

(a) Property, Plant and Equipment 3 22.60 14.06

(b) Intangible Assets 4 0.36 0.24

(c) Right of Use Asset - Lease 4A 214.28 268.99

(d) Financial Assets

(i) Other Financial Assets 8 28.86 25.25

(e) Income tax assets (Net) 22 5.39 0.05

Total Non-Current Assets 271.49 308.59

(2) Current assets

(a) Financial assets

(i) Investments 5 1,637.50 90.82

(ii) Cash and Cash Equivalents 6 12.61 25.35

(iii) Other Bank Balances 7 250.00 -

(iv) Other Financial Assets 8 1.04 2.50

(b) Other Current Assets 9 120.49 13.53

Total Current Assets 2,021.64 132.20

Total Assets 2,293.13 440.79

II. EQUITY AND LIABILITIES

Equity

(a) Equity Share Capital 10 725.00 225.00

(b) Instrument considered en�rely as Equity -

Compulsorily Conver�ble Debentures (CCDs) 12 & 24 2,532.00 100.00

(c) Other Equity 11 (1,290.87) (280.71)

Total Equity 1,966.13 44.29

Liabili�es

Non-Current Liabili�es

(a) Financial liabili�es - Lease Liabili�es 4A 174.64 214.70

(b) Provisions 14 9.46 15.85

Total Non-Current Liabili�es 184.10 230.55

Par�culars Notes As at As at March 31, 2020 March 31, 2019

Current Liabili�es

(a) Financial Liabili�es

(i) Trade Payables

(a) Outstanding dues of Micro, Small and Medium enterprises 15 - -

(b) Outstanding dues of Micro, Small and Medium enterprises 15 93.07 108.28

(ii) Lease Liabili�es 4A 40.05 32.94

(iii) Other Financial Liabili�es 13 1.31 -

(b) Other Current Liabili�es 16 8.33 23.72

(c) Provisions 14 0.14 1.01

Total Current Liabili�es 142.90 165.95

Total Equity and Liabili�es 2,293.13 440.79

Summary of significant accoun�ng policies 2

The accompanying notes are an integral part of the financial statements.

As per our report of even date

For Lodha & Co. For and on behalf of the Board of Directors Chartered Accountants Firm Registra�on No: 301051E

R. P. Baradiya Manish Chitkara Hemant Daga Partner Whole - Time Director & CEO Director DIN - 07746947 DIN - 07783248

Place : MUMBAI Vaibhav Doshi Krishna ParekhDate: July 30, 2020 Chief Financial Officer Company Secretary Membership No- 33670 Place : MUMBAI Date: July 30, 2020

Balance Sheet as at 31st March, 2020

(All amount are in ₹ lakhs , unless otherwise stated)

23 24

Page 25: Annual Report 2019-20 Corporate Informaon

ǀ Financial Statememts ǀAnnual Report 2019-20

Balance Sheet as at March 31, 2020

(All amount are in ₹ lakhs , unless otherwise stated)

Par�culars Notes As at As at

March 31, 2020 March 31, 2019

ASSETS

1) Non-current assets

(a) Property, Plant and Equipment 3 22.60 14.06

(b) Intangible Assets 4 0.36 0.24

(c) Right of Use Asset - Lease 4A 214.28 268.99

(d) Financial Assets

(i) Other Financial Assets 8 28.86 25.25

(e) Income tax assets (Net) 22 5.39 0.05

Total Non-Current Assets 271.49 308.59

(2) Current assets

(a) Financial assets

(i) Investments 5 1,637.50 90.82

(ii) Cash and Cash Equivalents 6 12.61 25.35

(iii) Other Bank Balances 7 250.00 -

(iv) Other Financial Assets 8 1.04 2.50

(b) Other Current Assets 9 120.49 13.53

Total Current Assets 2,021.64 132.20

Total Assets 2,293.13 440.79

II. EQUITY AND LIABILITIES

Equity

(a) Equity Share Capital 10 725.00 225.00

(b) Instrument considered en�rely as Equity -

Compulsorily Conver�ble Debentures (CCDs) 12 & 24 2,532.00 100.00

(c) Other Equity 11 (1,290.87) (280.71)

Total Equity 1,966.13 44.29

Liabili�es

Non-Current Liabili�es

(a) Financial liabili�es - Lease Liabili�es 4A 174.64 214.70

(b) Provisions 14 9.46 15.85

Total Non-Current Liabili�es 184.10 230.55

Par�culars Notes As at As at March 31, 2020 March 31, 2019

Current Liabili�es

(a) Financial Liabili�es

(i) Trade Payables

(a) Outstanding dues of Micro, Small and Medium enterprises 15 - -

(b) Outstanding dues of Micro, Small and Medium enterprises 15 93.07 108.28

(ii) Lease Liabili�es 4A 40.05 32.94

(iii) Other Financial Liabili�es 13 1.31 -

(b) Other Current Liabili�es 16 8.33 23.72

(c) Provisions 14 0.14 1.01

Total Current Liabili�es 142.90 165.95

Total Equity and Liabili�es 2,293.13 440.79

Summary of significant accoun�ng policies 2

The accompanying notes are an integral part of the financial statements.

As per our report of even date

For Lodha & Co. For and on behalf of the Board of Directors Chartered Accountants Firm Registra�on No: 301051E

R. P. Baradiya Manish Chitkara Hemant Daga Partner Whole - Time Director & CEO Director DIN - 07746947 DIN - 07783248

Place : MUMBAI Vaibhav Doshi Krishna ParekhDate: July 30, 2020 Chief Financial Officer Company Secretary Membership No- 33670 Place : MUMBAI Date: July 30, 2020

Balance Sheet as at 31st March, 2020

(All amount are in ₹ lakhs , unless otherwise stated)

23 24

Page 26: Annual Report 2019-20 Corporate Informaon

ǀ Financial Statememts ǀAnnual Report 2019-20

Par�culars Notes For the year ended For the period 31st March, 2020 from April 5, 2018 to March 31, 2019

INCOME

Revenue from Opera�ons - -

Other Income 17 75.57 1.90

Total Income (A) 75.57 1.90

Expenses:

Employee Benefits Expense 18 491.50 162.42

Other Expenses 19 495.19 114.11

Total Expenses (B) 986.69 276.53

Earning before Interest, Tax and Deprecia�on (C) = (A-B) (911.12) (274.63)

Finance Costs 20 35.07 0.05

Deprecia�on and Amor�za�on Expense 21 67.95 5.04

Profit/(Loss) before Tax for the Year/Period (D) (1,014.14) (279.72)

Tax Expense:

(i) Current Tax 22 - -

(ii) Deferred Tax 22 - -

Total Tax Expense (E) - -

Profit/ (Loss) for the Year/ Period (F) = (D-E) (1,014.14) (279.72)

Other Comprehensive Income:

Items that will not be reclassified to Profit or Loss

Remeasurement gain/ (loss) on defined benefit plan 23 (3.98) 0.99

Income Tax effect 22 - -

Total Other Comprehensive Income for the Year/Period (G) (3.98) 0.99

Total Comprehensive Income for the Year/ Period (H) = (F-G) (1,010.16) (280.71)

Earnings per Equity Share (Face value of ₹ 10) (in ₹)

Basic 27 (19.03) (39.03)

Diluted 27 (19.03) (39.03)

Summary of significant accoun�ng policies 2

The accompanying notes are an integral part of the financial statements.

As per our report of even date

For Lodha & Co. For and on behalf of the Board of Directors

Chartered Accountants

Firm Registra�on No: 301051E

R. P. Baradiya Manish Chitkara Hemant Daga

Partner Whole - Time Director & CEO Director

DIN - 07746947 DIN - 07783248

Place : MUMBAI Vaibhav Doshi Krishna Parekh

Date: July 30, 2020 Chief Financial Officer Company Secretary

Membership No- 33670

Place : MUMBAI

Date: July 30, 2020

Statement of Profit and Loss for the year ended March 31, 2020

(All amount are in ₹ lakhs , unless otherwise stated)

Statement of Cash Flows for the year ended March 31, 2020

(All amount are in ₹ lakhs , unless otherwise stated)

Par�culars Year ended For the period March 31st, 2020 from April 5, 2018 to March 31, 2019

A. Cash Flow From Opera�ng Ac�vi�es Net profit before tax (1,014.14) (279.72) Adjustments For : Deprecia�on and amor�za�on expense 67.95 5.04 Interest income (53.93) (0.49) Finance cost 35.05 - Gain on sale of Investments in Mutual Funds (net) (10.04) (0.56) Unrealised gain on fair valua�on of mutual funds, net (7.73) (0.26) Opera�ng Profit/ (Loss) Before Changes in Working Capital (982.84) (275.99) Adjustments For : Increase in other financial assets (3.88) (53.66) Increase in other assets (106.96) (13.53) Increase / (decrease) in trade and other payables (15.21) 110.53 Increase / (decrease) in other current liabili�es (15.39) 23.72 Increase / (decrease) in provisions (3.28) 15.87 Cash generated used in opera�ons (1,127.56) (193.06) Taxes paid (net) (5.34) (0.05) Net cash used in opera�ng ac�vi�es (1,132.90) (193.11)B. Cash Flow From Inves�ng Ac�vi�es Payment for purchase of property, plant & equipment and intangible assets (20.59) (14.78) Payment for investment in mutual funds (1,782.99) (260.00) Proceeds from sale of investment in mutual funds 254.08 170.00 Proceeds & payment for investment in Fixed deposits (250.00) - Interest received 55.66 0.49 Net Cash used in Inves�ng Ac�vi�es (1,743.84) (104.29)C. Cash Flow From Financing Ac�vi�es Proceeds from issue of share capital 500.00 225.00 Proceeds from issue of compulsory conver�ble debentures 2,432.00 100.00 Repayment of principal por�on of lease liabili�es (32.95) (2.25) Repayment of interest por�on of lease liabili�es (35.05) - Net Cash from Financing Ac�vi�es 2,864.00 322.75 Net increase / (decrease) In Cash and Cash Equivalents (A+B+C) (12.74) 25.35 Cash and Cash Equivalents at Beginning of Year 25.35 - Cash and Cash Equivalents at the End of Year 12.61 25.35 Note: As at March As at March Cash and Cash Equivalents comprise of : (refer Note 6) 31, 2020 31, 2019 Balance with Bank in Current Account 12.50 25.33 Balance with Bank in Fixed Deposits with maturity less than 3 months - - Cash on Hand 0.11 0.02 Total 12.61 25.35

Summary of significant accoun�ng policies (refer Note 2)The accompanying notes are an integral part of the financial statements.As per our report of even date

For Lodha & Co. For and on behalf of the Board of DirectorsChartered AccountantsFirm Registra�on No: 301051E

R. P. Baradiya Manish Chitkara Hemant Daga Partner Whole - Time Director & CEO Director DIN - 07746947 DIN - 07783248

Place : MUMBAI Vaibhav Doshi Krishna ParekhDate: July 30, 2020 Chief Financial Officer Company Secretary Place : MUMBAI Membership No- 33670 Date: July 30, 2020

25 26

Page 27: Annual Report 2019-20 Corporate Informaon

ǀ Financial Statememts ǀAnnual Report 2019-20

Par�culars Notes For the year ended For the period 31st March, 2020 from April 5, 2018 to March 31, 2019

INCOME

Revenue from Opera�ons - -

Other Income 17 75.57 1.90

Total Income (A) 75.57 1.90

Expenses:

Employee Benefits Expense 18 491.50 162.42

Other Expenses 19 495.19 114.11

Total Expenses (B) 986.69 276.53

Earning before Interest, Tax and Deprecia�on (C) = (A-B) (911.12) (274.63)

Finance Costs 20 35.07 0.05

Deprecia�on and Amor�za�on Expense 21 67.95 5.04

Profit/(Loss) before Tax for the Year/Period (D) (1,014.14) (279.72)

Tax Expense:

(i) Current Tax 22 - -

(ii) Deferred Tax 22 - -

Total Tax Expense (E) - -

Profit/ (Loss) for the Year/ Period (F) = (D-E) (1,014.14) (279.72)

Other Comprehensive Income:

Items that will not be reclassified to Profit or Loss

Remeasurement gain/ (loss) on defined benefit plan 23 (3.98) 0.99

Income Tax effect 22 - -

Total Other Comprehensive Income for the Year/Period (G) (3.98) 0.99

Total Comprehensive Income for the Year/ Period (H) = (F-G) (1,010.16) (280.71)

Earnings per Equity Share (Face value of ₹ 10) (in ₹)

Basic 27 (19.03) (39.03)

Diluted 27 (19.03) (39.03)

Summary of significant accoun�ng policies 2

The accompanying notes are an integral part of the financial statements.

As per our report of even date

For Lodha & Co. For and on behalf of the Board of Directors

Chartered Accountants

Firm Registra�on No: 301051E

R. P. Baradiya Manish Chitkara Hemant Daga

Partner Whole - Time Director & CEO Director

DIN - 07746947 DIN - 07783248

Place : MUMBAI Vaibhav Doshi Krishna Parekh

Date: July 30, 2020 Chief Financial Officer Company Secretary

Membership No- 33670

Place : MUMBAI

Date: July 30, 2020

Statement of Profit and Loss for the year ended March 31, 2020

(All amount are in ₹ lakhs , unless otherwise stated)

Statement of Cash Flows for the year ended March 31, 2020

(All amount are in ₹ lakhs , unless otherwise stated)

Par�culars Year ended For the period March 31st, 2020 from April 5, 2018 to March 31, 2019

A. Cash Flow From Opera�ng Ac�vi�es Net profit before tax (1,014.14) (279.72) Adjustments For : Deprecia�on and amor�za�on expense 67.95 5.04 Interest income (53.93) (0.49) Finance cost 35.05 - Gain on sale of Investments in Mutual Funds (net) (10.04) (0.56) Unrealised gain on fair valua�on of mutual funds, net (7.73) (0.26) Opera�ng Profit/ (Loss) Before Changes in Working Capital (982.84) (275.99) Adjustments For : Increase in other financial assets (3.88) (53.66) Increase in other assets (106.96) (13.53) Increase / (decrease) in trade and other payables (15.21) 110.53 Increase / (decrease) in other current liabili�es (15.39) 23.72 Increase / (decrease) in provisions (3.28) 15.87 Cash generated used in opera�ons (1,127.56) (193.06) Taxes paid (net) (5.34) (0.05) Net cash used in opera�ng ac�vi�es (1,132.90) (193.11)B. Cash Flow From Inves�ng Ac�vi�es Payment for purchase of property, plant & equipment and intangible assets (20.59) (14.78) Payment for investment in mutual funds (1,782.99) (260.00) Proceeds from sale of investment in mutual funds 254.08 170.00 Proceeds & payment for investment in Fixed deposits (250.00) - Interest received 55.66 0.49 Net Cash used in Inves�ng Ac�vi�es (1,743.84) (104.29)C. Cash Flow From Financing Ac�vi�es Proceeds from issue of share capital 500.00 225.00 Proceeds from issue of compulsory conver�ble debentures 2,432.00 100.00 Repayment of principal por�on of lease liabili�es (32.95) (2.25) Repayment of interest por�on of lease liabili�es (35.05) - Net Cash from Financing Ac�vi�es 2,864.00 322.75 Net increase / (decrease) In Cash and Cash Equivalents (A+B+C) (12.74) 25.35 Cash and Cash Equivalents at Beginning of Year 25.35 - Cash and Cash Equivalents at the End of Year 12.61 25.35 Note: As at March As at March Cash and Cash Equivalents comprise of : (refer Note 6) 31, 2020 31, 2019 Balance with Bank in Current Account 12.50 25.33 Balance with Bank in Fixed Deposits with maturity less than 3 months - - Cash on Hand 0.11 0.02 Total 12.61 25.35

Summary of significant accoun�ng policies (refer Note 2)The accompanying notes are an integral part of the financial statements.As per our report of even date

For Lodha & Co. For and on behalf of the Board of DirectorsChartered AccountantsFirm Registra�on No: 301051E

R. P. Baradiya Manish Chitkara Hemant Daga Partner Whole - Time Director & CEO Director DIN - 07746947 DIN - 07783248

Place : MUMBAI Vaibhav Doshi Krishna ParekhDate: July 30, 2020 Chief Financial Officer Company Secretary Place : MUMBAI Membership No- 33670 Date: July 30, 2020

25 26

Page 28: Annual Report 2019-20 Corporate Informaon

ǀ Financial Statememts ǀAnnual Report 2019-20

Note: 1 Corporate Informa�on

Sekura Roads Limited is an Investee company of Edelweiss infrastructure Yield Plus and headquartered in India. It is

incorporated under the Companies Act 2013 on 5th April 2018. The Company's objec�ve is to own and operate high

quality assets across roads, transporta�on and similar segment. The Company's focus is on acquiring and managing

opera�ng assets in line with best industry prac�ce across every aspect of the business with emphasis on highest

standard of governance, opera�onal excellence along with focus on health, safety and environment. Note: 2

Basis of prepara�on, Key Accoun�ng Es�mates and Significant Judgments and Significant Accoun�ng Policies 2.1 Basis of prepara�on

These financial statements have been prepared in accordance with the Indian Accoun�ng Standards (hereina�er

referred to as the ‘Ind AS’) as no�fied by Ministry of Corporate Affairs pursuant to sec�on 133 of the Companies Act,

2013 read with Rule 3 of the Companies (Indian Accoun�ng Standards) Rules, 2015 and the Companies (Indian

Accoun�ng Standards) Amendment Rules, 2016. These financial statements for the year ended March 31, 2020 are the first financial statements the Company has

prepared under Ind AS. For periods star�ng from its incorpora�on date viz. 6th April, 2018 to year ended March 31,

2019, the Company prepared its financial statements in accordance with the accoun�ng standards no�fied under the

sec�on 133 of the Companies Act 2013, read together with paragraph 7 of the Companies (Accounts) Rules, 2014

(hereina�er referred to as ‘Previous GAAP’) used for its statutory repor�ng requirement in India immediately before

adop�ng Ind AS. The financial statements for the period ended March 31, 2019 have been restated in accordance with

Ind AS for compara�ve informa�on. Reconcilia�ons and explana�ons of the effect of the transi�on from Previous

GAAP to Ind AS on the Company’s Balance Sheet, Statement of Profit and Loss and Statement of Cash Flows are

provided in Note 33.

The financial statements have been prepared on accrual and going concern basis. The accoun�ng policies are applied

consistently to all the periods presented in the financial statements. All assets and liabili�es have been classified as

current or non current as per the Company’s normal opera�ng cycle and other criteria as set out in the Division II of

Schedule III to the Companies Act, 2013. As the Company is at its start up stage, it has chosen to disclose its earnings

before finance cost, deprecia�on and amor�sa�on and tax (EBITDA) as addi�onal line item.

For the purpose of current/non-current classifica�on of assets and liabili�es, the Company has ascertained its normal

opera�ng cycle as twelve months. This is based on the nature of services and the �me between the rendering of

services and their realisa�on in cash and cash equivalents. Details of the Company's accoun�ng policies are included in Note 2.6. 2.2 Func�onal and prepara�onal Currency

These financial statements are presented in Indian Rupees (INR), which is also the Company's func�onal currency. All

amounts have been rounded-off to lakhs with two decimals, unless otherwise indicated. 2.3 Basis of measurement

The financial statements have been prepared on the historical cost basis except for financial instruments that

aremeasured at fair values at the end of each repor�ng period, as explained in the accoun�ng policies below.

Historical cost is generally based on the fair value of the considera�on given in exchange for goods and services.

Notes to the financial statements for the year ended March 31, 2020Statement of Changes in Equity for the year ended March 31, 2020

(All amount are in ₹ lakhs , unless otherwise stated)

Par�culars A�ributable to Equity holders of the Company

Instrument Other Equity

Share considered

Capital en�rely as Equity - Retained

(₹) Compulsorily Earnings

Conver�ble (₹)

Debentures (CCDs)

(₹)

Balance as at April 5, 2018 - - -

Equity shares issued during the period 225.00 - -

CCDs issued during the period 100.00 -

Loss for the year - - (279.72)

Other comprehensive income for the year (refer note 23) - - (0.99)

Balance as at March 31, 2019 225.00 100.00 (280.71)

Equity shares issued during the year 500.00 - -

CCDs issued during the period 2,432.00

Profit for the year - - (1,014.14)

Other comprehensive income for the year (refer note 23) - - 3.98

Balance as at March 31, 2020 725.00 2,532.00 (1,290.87)

Summary of significant accoun�ng policies (refer Note 2)

The accompanying notes are an integral part of the financial statements.

As per our report of even date

For Lodha & Co. For and on behalf of the Board of Directors

Chartered Accountants

Firm Registra�on No: 301051E

R. P. Baradiya Manish Chitkara Hemant Daga

Partner Whole - Time Director & CEO Director

DIN - 07746947 DIN - 07783248

Place : MUMBAI Vaibhav Doshi Krishna Parekh

Date: July 30, 2020 Chief Financial Officer Company Secretary

Membership No- 33670

Place : MUMBAI

Date: July 30, 2020

27 28

Page 29: Annual Report 2019-20 Corporate Informaon

ǀ Financial Statememts ǀAnnual Report 2019-20

Note: 1 Corporate Informa�on

Sekura Roads Limited is an Investee company of Edelweiss infrastructure Yield Plus and headquartered in India. It is

incorporated under the Companies Act 2013 on 5th April 2018. The Company's objec�ve is to own and operate high

quality assets across roads, transporta�on and similar segment. The Company's focus is on acquiring and managing

opera�ng assets in line with best industry prac�ce across every aspect of the business with emphasis on highest

standard of governance, opera�onal excellence along with focus on health, safety and environment. Note: 2

Basis of prepara�on, Key Accoun�ng Es�mates and Significant Judgments and Significant Accoun�ng Policies 2.1 Basis of prepara�on

These financial statements have been prepared in accordance with the Indian Accoun�ng Standards (hereina�er

referred to as the ‘Ind AS’) as no�fied by Ministry of Corporate Affairs pursuant to sec�on 133 of the Companies Act,

2013 read with Rule 3 of the Companies (Indian Accoun�ng Standards) Rules, 2015 and the Companies (Indian

Accoun�ng Standards) Amendment Rules, 2016. These financial statements for the year ended March 31, 2020 are the first financial statements the Company has

prepared under Ind AS. For periods star�ng from its incorpora�on date viz. 6th April, 2018 to year ended March 31,

2019, the Company prepared its financial statements in accordance with the accoun�ng standards no�fied under the

sec�on 133 of the Companies Act 2013, read together with paragraph 7 of the Companies (Accounts) Rules, 2014

(hereina�er referred to as ‘Previous GAAP’) used for its statutory repor�ng requirement in India immediately before

adop�ng Ind AS. The financial statements for the period ended March 31, 2019 have been restated in accordance with

Ind AS for compara�ve informa�on. Reconcilia�ons and explana�ons of the effect of the transi�on from Previous

GAAP to Ind AS on the Company’s Balance Sheet, Statement of Profit and Loss and Statement of Cash Flows are

provided in Note 33.

The financial statements have been prepared on accrual and going concern basis. The accoun�ng policies are applied

consistently to all the periods presented in the financial statements. All assets and liabili�es have been classified as

current or non current as per the Company’s normal opera�ng cycle and other criteria as set out in the Division II of

Schedule III to the Companies Act, 2013. As the Company is at its start up stage, it has chosen to disclose its earnings

before finance cost, deprecia�on and amor�sa�on and tax (EBITDA) as addi�onal line item.

For the purpose of current/non-current classifica�on of assets and liabili�es, the Company has ascertained its normal

opera�ng cycle as twelve months. This is based on the nature of services and the �me between the rendering of

services and their realisa�on in cash and cash equivalents. Details of the Company's accoun�ng policies are included in Note 2.6. 2.2 Func�onal and prepara�onal Currency

These financial statements are presented in Indian Rupees (INR), which is also the Company's func�onal currency. All

amounts have been rounded-off to lakhs with two decimals, unless otherwise indicated. 2.3 Basis of measurement

The financial statements have been prepared on the historical cost basis except for financial instruments that

aremeasured at fair values at the end of each repor�ng period, as explained in the accoun�ng policies below.

Historical cost is generally based on the fair value of the considera�on given in exchange for goods and services.

Notes to the financial statements for the year ended March 31, 2020Statement of Changes in Equity for the year ended March 31, 2020

(All amount are in ₹ lakhs , unless otherwise stated)

Par�culars A�ributable to Equity holders of the Company

Instrument Other Equity

Share considered

Capital en�rely as Equity - Retained

(₹) Compulsorily Earnings

Conver�ble (₹)

Debentures (CCDs)

(₹)

Balance as at April 5, 2018 - - -

Equity shares issued during the period 225.00 - -

CCDs issued during the period 100.00 -

Loss for the year - - (279.72)

Other comprehensive income for the year (refer note 23) - - (0.99)

Balance as at March 31, 2019 225.00 100.00 (280.71)

Equity shares issued during the year 500.00 - -

CCDs issued during the period 2,432.00

Profit for the year - - (1,014.14)

Other comprehensive income for the year (refer note 23) - - 3.98

Balance as at March 31, 2020 725.00 2,532.00 (1,290.87)

Summary of significant accoun�ng policies (refer Note 2)

The accompanying notes are an integral part of the financial statements.

As per our report of even date

For Lodha & Co. For and on behalf of the Board of Directors

Chartered Accountants

Firm Registra�on No: 301051E

R. P. Baradiya Manish Chitkara Hemant Daga

Partner Whole - Time Director & CEO Director

DIN - 07746947 DIN - 07783248

Place : MUMBAI Vaibhav Doshi Krishna Parekh

Date: July 30, 2020 Chief Financial Officer Company Secretary

Membership No- 33670

Place : MUMBAI

Date: July 30, 2020

27 28

Page 30: Annual Report 2019-20 Corporate Informaon

ǀ Financial Statememts ǀAnnual Report 2019-20

consultancy are recognized as per the terms of the agreement on the basis of services rendered. The Company

assesses its revenue arrangements against specific criteria, i.e., whether it has exposure to the significant risks and

rewards associated with the rendering of services, in order to determine if it is ac�ng as a principal or as an agent.

Revenue is recognised net of discount, taxes or du�es as applicable collected on behalf of the Government. Interest income :

For all debt instruments measured either at amor�sed cost or at fair value through other comprehensive income,

interest income is recorded using the effec�ve interest rate (EIR). EIR is the rate that exactly discounts the es�mated

future cash payments or receipts over the expected life of the financial instrument or a shorter period, where

appropriate, to the gross carrying amount of the financial asset or to the amor�sed cost of a financial liability. When

calcula�ng the effec�ve interest rate, the Company es�mates the expected cash flows by considering all the contractual

terms of the financial instrument (for example, prepayment, extension, call and similar op�ons) but does not consider

the expected credit losses. Interest income is included in finance income in the statement of profit and loss.

Dividend :

Revenue is recognised when the company's right to receive the payment is established, which is generally when

shareholders approve the dividend.

(iii) Taxes

Current Income Tax

Current Income TaxCurrent income tax assets and liabili�es are measured at the amount expected to be recovered

from or paid to the taxa�on authori�es. The tax rates and tax laws used to compute the amount are those that are

enacted or substan�vely enacted, at the repor�ng date where the company operates and generates taxable income.

Current income tax rela�ng to items recognised outside profit or loss is recognised outside profit or loss (either in

other comprehensive income or in equity). Current tax items are recognised in correla�on to the underlying

transac�on either in OCI or directly in equity. Management periodically evaluates posi�ons taken in the tax returns

with respect to situa�ons in which applicable tax regula�ons are subject to interpreta�on and establishes provisions

where appropriate.

Deferred Tax

Deferred tax is recognised in respect of temporary differences between the carrying amount of assets and liabili�es for

financial repor�ng purposes and the corresponding amounts used for taxa�on purposes.

Deferred tax assets are recognised only to the extent that it is probable that future taxable profits will be available

against which the asset can be u�lised. Deferred tax assets are reviewed at each repor�ng date and reduced to the

extent that it is no longer probable that the related tax benefit will be realised.

A deferred tax liability is recognised based on the expected manner of realisa�on or se�lement of the carrying amount

of assets and liabili�es, using tax rates enacted, or substan�vely enacted, by the end of the repor�ng period. Deferred

tax rela�ng to items recognised outside profit or loss is recognised outside profit or loss (either in other

comprehensive income or in equity). Deferred tax items are recognised in correla�on to the underlying transac�on

either in OCI or directly in equity.

Deferred tax assets and deferred tax liabili�es are offset if a legally enforceable right exists to set off current tax assets

against current tax liabili�es and the deferred taxes relate to the same taxable en�ty and the same taxa�on authority.

2.4 Key Accoun�ng Es�mates and Significant Judgements

The prepara�on of financial statements requires management to make judgments, es�mates and assump�ons in the

applica�on of accoun�ng policies that affect the reported amounts of assets, liabili�es, income and expenses. Actual

results may differ from these es�mates. Con�nuous evalua�on is done on the es�ma�on and judgments based on

historical experience and other factors, including expecta�ons of future events that are believed to be reasonable.

Revisions to accoun�ng es�mates are recognised prospec�vely. Informa�on about cri�cal judgments in applying

accoun�ng policies, as well as es�mates and assump�ons that have the most significant effect to the carrying amounts

of assets and liabili�es within the next financial year, are included in the following notes:

(a) Recogni�on of deferred tax assets/ liabili�es - Note 22

(b) Measurement of defined benefit obliga�ons - Note 23

(c) Iden�fying CCDs as complete equity instruments - Note 24

(d) Segment - Iden�fica�on of CODM and repor�ng segments - Note 25

(e) Lease classifica�on and accoun�ng - Note 4A 2.5 Recent Accoun�ng Developments

Ministry of Corporate Affairs ("MCA") no�fies new standard or amendments to the exis�ng standards. There is no such

no�fica�on which would have been applicable from April 1, 2020. 2.6 Significant Accoun�ng Policies

(i) Current vs Non-Current

The Company presents assets and liabili�es in the Balance Sheet based on current/non-current classifica�on.

An asset is classified as a current asset when it is either:-

- Expected to be realised or intended to sold or consumed in the normal opera�ng cycle;

- Held primarily for the purpose of trading;-

- Expected to be realised within twelve months a�er the repor�ng period; or

- Cash or cash equivalent unless it is restricted from being exchanged or used to se�le a liability for at least twelve

months a�er the repor�ng period.

All other assets are classified as non-current assets.

A liability is classified as a current liability when either:-

- It is expected to be se�led in the normal opera�ng cycle;-

- It is held primarily for the purpose of trading;-

- It is due to be se�led within twelve months a�er the repor�ng period; or

- There is no uncondi�onal right to defer the se�lement of the liability for at least twelve months a�er the repor�ng

period

All other liabili�es are classified as non-current. Deferred tax assets/ (liabili�es) are classified as non-current assets/

(liabili�es).

The Opera�ng cycle is the �me between the acquisi�on of assets for processing and their realisa�on in cash and cash

equivalent. The Company has iden�fied twelve months as its opera�ng cycle. (ii) Revenue Recogni�on

Revenue is recognised to the extent it is probable that the economic benefits will flow to the Company and that the

revenue can be reliably measured, regardless of when the payment is being made. Revenue is measured at the fair

value of the considera�on received or receivable, taking into account contractually defined terms of payment and

excluding taxes or du�es collected on behalf of the government. Revenue from projects management / technical

Notes to the financial statements for the year ended March 31, 2020 Notes to the financial statements for the year ended March 31, 2020

29 30

Page 31: Annual Report 2019-20 Corporate Informaon

ǀ Financial Statememts ǀAnnual Report 2019-20

consultancy are recognized as per the terms of the agreement on the basis of services rendered. The Company

assesses its revenue arrangements against specific criteria, i.e., whether it has exposure to the significant risks and

rewards associated with the rendering of services, in order to determine if it is ac�ng as a principal or as an agent.

Revenue is recognised net of discount, taxes or du�es as applicable collected on behalf of the Government. Interest income :

For all debt instruments measured either at amor�sed cost or at fair value through other comprehensive income,

interest income is recorded using the effec�ve interest rate (EIR). EIR is the rate that exactly discounts the es�mated

future cash payments or receipts over the expected life of the financial instrument or a shorter period, where

appropriate, to the gross carrying amount of the financial asset or to the amor�sed cost of a financial liability. When

calcula�ng the effec�ve interest rate, the Company es�mates the expected cash flows by considering all the contractual

terms of the financial instrument (for example, prepayment, extension, call and similar op�ons) but does not consider

the expected credit losses. Interest income is included in finance income in the statement of profit and loss.

Dividend :

Revenue is recognised when the company's right to receive the payment is established, which is generally when

shareholders approve the dividend.

(iii) Taxes

Current Income Tax

Current Income TaxCurrent income tax assets and liabili�es are measured at the amount expected to be recovered

from or paid to the taxa�on authori�es. The tax rates and tax laws used to compute the amount are those that are

enacted or substan�vely enacted, at the repor�ng date where the company operates and generates taxable income.

Current income tax rela�ng to items recognised outside profit or loss is recognised outside profit or loss (either in

other comprehensive income or in equity). Current tax items are recognised in correla�on to the underlying

transac�on either in OCI or directly in equity. Management periodically evaluates posi�ons taken in the tax returns

with respect to situa�ons in which applicable tax regula�ons are subject to interpreta�on and establishes provisions

where appropriate.

Deferred Tax

Deferred tax is recognised in respect of temporary differences between the carrying amount of assets and liabili�es for

financial repor�ng purposes and the corresponding amounts used for taxa�on purposes.

Deferred tax assets are recognised only to the extent that it is probable that future taxable profits will be available

against which the asset can be u�lised. Deferred tax assets are reviewed at each repor�ng date and reduced to the

extent that it is no longer probable that the related tax benefit will be realised.

A deferred tax liability is recognised based on the expected manner of realisa�on or se�lement of the carrying amount

of assets and liabili�es, using tax rates enacted, or substan�vely enacted, by the end of the repor�ng period. Deferred

tax rela�ng to items recognised outside profit or loss is recognised outside profit or loss (either in other

comprehensive income or in equity). Deferred tax items are recognised in correla�on to the underlying transac�on

either in OCI or directly in equity.

Deferred tax assets and deferred tax liabili�es are offset if a legally enforceable right exists to set off current tax assets

against current tax liabili�es and the deferred taxes relate to the same taxable en�ty and the same taxa�on authority.

2.4 Key Accoun�ng Es�mates and Significant Judgements

The prepara�on of financial statements requires management to make judgments, es�mates and assump�ons in the

applica�on of accoun�ng policies that affect the reported amounts of assets, liabili�es, income and expenses. Actual

results may differ from these es�mates. Con�nuous evalua�on is done on the es�ma�on and judgments based on

historical experience and other factors, including expecta�ons of future events that are believed to be reasonable.

Revisions to accoun�ng es�mates are recognised prospec�vely. Informa�on about cri�cal judgments in applying

accoun�ng policies, as well as es�mates and assump�ons that have the most significant effect to the carrying amounts

of assets and liabili�es within the next financial year, are included in the following notes:

(a) Recogni�on of deferred tax assets/ liabili�es - Note 22

(b) Measurement of defined benefit obliga�ons - Note 23

(c) Iden�fying CCDs as complete equity instruments - Note 24

(d) Segment - Iden�fica�on of CODM and repor�ng segments - Note 25

(e) Lease classifica�on and accoun�ng - Note 4A 2.5 Recent Accoun�ng Developments

Ministry of Corporate Affairs ("MCA") no�fies new standard or amendments to the exis�ng standards. There is no such

no�fica�on which would have been applicable from April 1, 2020. 2.6 Significant Accoun�ng Policies

(i) Current vs Non-Current

The Company presents assets and liabili�es in the Balance Sheet based on current/non-current classifica�on.

An asset is classified as a current asset when it is either:-

- Expected to be realised or intended to sold or consumed in the normal opera�ng cycle;

- Held primarily for the purpose of trading;-

- Expected to be realised within twelve months a�er the repor�ng period; or

- Cash or cash equivalent unless it is restricted from being exchanged or used to se�le a liability for at least twelve

months a�er the repor�ng period.

All other assets are classified as non-current assets.

A liability is classified as a current liability when either:-

- It is expected to be se�led in the normal opera�ng cycle;-

- It is held primarily for the purpose of trading;-

- It is due to be se�led within twelve months a�er the repor�ng period; or

- There is no uncondi�onal right to defer the se�lement of the liability for at least twelve months a�er the repor�ng

period

All other liabili�es are classified as non-current. Deferred tax assets/ (liabili�es) are classified as non-current assets/

(liabili�es).

The Opera�ng cycle is the �me between the acquisi�on of assets for processing and their realisa�on in cash and cash

equivalent. The Company has iden�fied twelve months as its opera�ng cycle. (ii) Revenue Recogni�on

Revenue is recognised to the extent it is probable that the economic benefits will flow to the Company and that the

revenue can be reliably measured, regardless of when the payment is being made. Revenue is measured at the fair

value of the considera�on received or receivable, taking into account contractually defined terms of payment and

excluding taxes or du�es collected on behalf of the government. Revenue from projects management / technical

Notes to the financial statements for the year ended March 31, 2020 Notes to the financial statements for the year ended March 31, 2020

29 30

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ǀ Financial Statememts ǀAnnual Report 2019-20

Goods & Services tax paid on acquisi�on of assets or on incurring expenses

The tax incurred on a purchase of assets or services if not recoverable from the taxa�on authority, in which case, the

tax paid is recognised as part of the cost of acquisi�on of the asset or as pa4:02 PM 9/29/20204:02 PM 9/29/2020 rt of

the expense item, as applicable.

(iv) Property, Plant and Equipment

Plant and equipment is stated at cost, net of accumulated deprecia�on and accumulated impairment losses, if any.

Such cost includes the cost of replacing part of the plant and equipment and borrowing costs for long-term

construc�on projects if the recogni�on criteria are met. When significant parts of plant and equipment are required to

be replaced at intervals, the Company depreciates them separately based on their specific useful lives. Likewise, when

a major inspec�on is performed, its cost is recognised in the carrying amount of the plant and equipment as a

replacement if the recogni�on criteria are sa�sfied. All other repair and maintenance costs are recognised in profit or

loss as incurred. The present value of the expected cost for the decommissioning of an asset a�er its use is included in

the cost of the respec�ve asset if the recogni�on criteria for a provision are met.

Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only

when it is probable that future economic benefits associated with the item will flow to the Company and the cost of

the item can be measured reliably. All other repairs and maintenance are charged to the Statement of Profit and Loss

during the period in which they are incurred.

Property, plant and equipment which are not ready for intended use as on the date of Balance Sheet are disclosed as

Capital work-in-progress”. Capital work in progress is stated at cost, net of accumulated impairment loss, if any.

Deprecia�on / Amor�sa�on

The Company depreciates its property, plant and equipment over the useful life in the manner prescribed in Schedule

II of the Act, and management believes that useful life of assets are same as those prescribed in schedule II of the Act.

The deprecia�on is provided on straight line method over the useful life of the assets. Deprecia�on is provided on a

pro-rata basis i.e. from the date on which the asset is ready for use. The residual value of all assets is retained at 5%.

The es�mated useful life considered for deprecia�on is as under:

Asset Class Useful Life

Furniture and fixtures 10 years

Office equipments 3-5 years

Leasehold improvements 5 years

Deprecia�on and amor�sa�on methods, useful lives and residual values are reviewed periodically, including at each

financial year end.

(v) Intangible Assets

Intangible assets acquired separately are measured on ini�al recogni�on at cost. Following ini�al recogni�on,

intangible assets are carried at cost less any accumulated amor�sa�on and accumulated impairment losses.

Intangible assets with finite lives are amor�sed over the useful economic life and assessed for impairment whenever

there is an indica�on that the intangible asset may be impaired. The amor�sa�on period and the amor�sa�on

method for an intangible asset with a finite useful life are reviewed at least at the end of each repor�ng period.

Changes in the expected useful life or the expected pa�ern of consump�on of future economic benefits embodied in

the asset are considered to modify the amor�sa�on period or method, as appropriate, and are treated as changes in

accoun�ng es�mates. The amor�sa�on expense on intangible assets with finite lives is recognised in the statement of

profit and loss unless such expenditure forms part of carrying value of another asset.

Gains or losses arising from derecogni�on of an intangible asset are measured as the difference between the net

disposal proceeds and the carrying amount of the asset and are recognised in the statement of profit or loss when the

asset is derecognised.

(vi) Impairment of non-financial assets

The Company assesses, at each repor�ng date, whether there is an indica�on that an asset may be impaired. If any

indica�on exists, or when annual impairment tes�ng for an asset is required, the Company es�mates the asset’s

recoverable amount. An asset’s recoverable amount is the higher of an asset’s or cash-genera�ng unit’s (CGU) fair

value less costs of disposal and its value in use. Recoverable amount is determined for an individual asset, unless the

asset does not generate cash inflows that are largely independent of those from other assets or groups of assets.

When the carrying amount of an asset or CGU exceeds its recoverable amount, the asset is considered impaired and is

wri�en down to its recoverable amount.

In assessing value in use, the es�mated future cash flows are discounted to their present value using a pre-tax discount

rate that reflects current market assessments of the �me value of money and the risks specific to the asset. In

determining fair value less costs of disposal, recent market transac�ons are taken into account. If no such transac�ons

can be iden�fied, an appropriate valua�on model is used. These calcula�ons are corroborated by valua�on mul�ples,

quoted share prices for publicly traded companies or other available fair value indicators.

(vii) Provisions and Con�ngencies

Provisions are recognised when the Company has a present obliga�on (legal or construc�ve) as a result of a past event,

it is probable that an ou�low of resources embodying economic benefits will be required to se�le the obliga�on and a

reliable es�mate can be made of the amount of the obliga�on. When the Company expects some or all of a provision

to be reimbursed, for example, under an insurance contract, the reimbursement is recognised as a separate asset, but

only when the reimbursement is virtually certain. The expense rela�ng to a provision is presented in the statement of

profit and loss net of any reimbursement.

If the effect of the �me 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 discoun�ng is used, the increase in the provision due to the

passage of �me is recognised as a finance cost.

Con�ngent liabili�es are disclosed when there is a possible obliga�on 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 obliga�on that arises from past events where it is either not probable that an

ou�low of resources will be required to se�le the obliga�on or a reliable es�mate of the amount cannot be made.

(viii) Financial instruments

A financial instrument is any contract that gives rise to a financial asset of one en�ty and a financial liability or equity

instrument of another en�ty.

Financial Assets :

Ini�al recogni�on and measurement

Financial assets are recognised when the Company becomes a party to the contractual provisions of the instrument.

On ini�al recogni�on, a financial asset is recognised at fair value, in case of Financial assets which are recognised at fair

value through profit and loss (FVTPL), its transac�on cost are recognised in the statement of profit and loss. In other

Statement of Cash Flows for the year ended March 31, 2020 Notes to the financial statements for the year ended March 31, 2020

31 32

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ǀ Financial Statememts ǀAnnual Report 2019-20

Goods & Services tax paid on acquisi�on of assets or on incurring expenses

The tax incurred on a purchase of assets or services if not recoverable from the taxa�on authority, in which case, the

tax paid is recognised as part of the cost of acquisi�on of the asset or as pa4:02 PM 9/29/20204:02 PM 9/29/2020 rt of

the expense item, as applicable.

(iv) Property, Plant and Equipment

Plant and equipment is stated at cost, net of accumulated deprecia�on and accumulated impairment losses, if any.

Such cost includes the cost of replacing part of the plant and equipment and borrowing costs for long-term

construc�on projects if the recogni�on criteria are met. When significant parts of plant and equipment are required to

be replaced at intervals, the Company depreciates them separately based on their specific useful lives. Likewise, when

a major inspec�on is performed, its cost is recognised in the carrying amount of the plant and equipment as a

replacement if the recogni�on criteria are sa�sfied. All other repair and maintenance costs are recognised in profit or

loss as incurred. The present value of the expected cost for the decommissioning of an asset a�er its use is included in

the cost of the respec�ve asset if the recogni�on criteria for a provision are met.

Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only

when it is probable that future economic benefits associated with the item will flow to the Company and the cost of

the item can be measured reliably. All other repairs and maintenance are charged to the Statement of Profit and Loss

during the period in which they are incurred.

Property, plant and equipment which are not ready for intended use as on the date of Balance Sheet are disclosed as

Capital work-in-progress”. Capital work in progress is stated at cost, net of accumulated impairment loss, if any.

Deprecia�on / Amor�sa�on

The Company depreciates its property, plant and equipment over the useful life in the manner prescribed in Schedule

II of the Act, and management believes that useful life of assets are same as those prescribed in schedule II of the Act.

The deprecia�on is provided on straight line method over the useful life of the assets. Deprecia�on is provided on a

pro-rata basis i.e. from the date on which the asset is ready for use. The residual value of all assets is retained at 5%.

The es�mated useful life considered for deprecia�on is as under:

Asset Class Useful Life

Furniture and fixtures 10 years

Office equipments 3-5 years

Leasehold improvements 5 years

Deprecia�on and amor�sa�on methods, useful lives and residual values are reviewed periodically, including at each

financial year end.

(v) Intangible Assets

Intangible assets acquired separately are measured on ini�al recogni�on at cost. Following ini�al recogni�on,

intangible assets are carried at cost less any accumulated amor�sa�on and accumulated impairment losses.

Intangible assets with finite lives are amor�sed over the useful economic life and assessed for impairment whenever

there is an indica�on that the intangible asset may be impaired. The amor�sa�on period and the amor�sa�on

method for an intangible asset with a finite useful life are reviewed at least at the end of each repor�ng period.

Changes in the expected useful life or the expected pa�ern of consump�on of future economic benefits embodied in

the asset are considered to modify the amor�sa�on period or method, as appropriate, and are treated as changes in

accoun�ng es�mates. The amor�sa�on expense on intangible assets with finite lives is recognised in the statement of

profit and loss unless such expenditure forms part of carrying value of another asset.

Gains or losses arising from derecogni�on of an intangible asset are measured as the difference between the net

disposal proceeds and the carrying amount of the asset and are recognised in the statement of profit or loss when the

asset is derecognised.

(vi) Impairment of non-financial assets

The Company assesses, at each repor�ng date, whether there is an indica�on that an asset may be impaired. If any

indica�on exists, or when annual impairment tes�ng for an asset is required, the Company es�mates the asset’s

recoverable amount. An asset’s recoverable amount is the higher of an asset’s or cash-genera�ng unit’s (CGU) fair

value less costs of disposal and its value in use. Recoverable amount is determined for an individual asset, unless the

asset does not generate cash inflows that are largely independent of those from other assets or groups of assets.

When the carrying amount of an asset or CGU exceeds its recoverable amount, the asset is considered impaired and is

wri�en down to its recoverable amount.

In assessing value in use, the es�mated future cash flows are discounted to their present value using a pre-tax discount

rate that reflects current market assessments of the �me value of money and the risks specific to the asset. In

determining fair value less costs of disposal, recent market transac�ons are taken into account. If no such transac�ons

can be iden�fied, an appropriate valua�on model is used. These calcula�ons are corroborated by valua�on mul�ples,

quoted share prices for publicly traded companies or other available fair value indicators.

(vii) Provisions and Con�ngencies

Provisions are recognised when the Company has a present obliga�on (legal or construc�ve) as a result of a past event,

it is probable that an ou�low of resources embodying economic benefits will be required to se�le the obliga�on and a

reliable es�mate can be made of the amount of the obliga�on. When the Company expects some or all of a provision

to be reimbursed, for example, under an insurance contract, the reimbursement is recognised as a separate asset, but

only when the reimbursement is virtually certain. The expense rela�ng to a provision is presented in the statement of

profit and loss net of any reimbursement.

If the effect of the �me 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 discoun�ng is used, the increase in the provision due to the

passage of �me is recognised as a finance cost.

Con�ngent liabili�es are disclosed when there is a possible obliga�on 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 obliga�on that arises from past events where it is either not probable that an

ou�low of resources will be required to se�le the obliga�on or a reliable es�mate of the amount cannot be made.

(viii) Financial instruments

A financial instrument is any contract that gives rise to a financial asset of one en�ty and a financial liability or equity

instrument of another en�ty.

Financial Assets :

Ini�al recogni�on and measurement

Financial assets are recognised when the Company becomes a party to the contractual provisions of the instrument.

On ini�al recogni�on, a financial asset is recognised at fair value, in case of Financial assets which are recognised at fair

value through profit and loss (FVTPL), its transac�on cost are recognised in the statement of profit and loss. In other

Statement of Cash Flows for the year ended March 31, 2020 Notes to the financial statements for the year ended March 31, 2020

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cases, the transac�on cost are a�ributed to the acquisi�on value of the financial asset.

Subsequent measurement

Financial assets are subsequently classified as measured at

• amor�sed cost

• fair value through profit and loss (FVTPL)

• fair value through other comprehensive income (FVOCI).

Financial assets are not reclassified subsequent to their recogni�on, except if and in the period the Company changes

its business model for managing financial assets.

Trade Receivables and Loans:

Trade receivables and loans are ini�ally recognised at fair value. Subsequently, these assets are held at amor�sed cost,

using the effec�ve interest rate (EIR) method net of any expected credit losses. The EIR is the rate that discounts

es�mated future cash income through the expected life of financial instrument.

Derecogni�on

The Company derecognises a financial asset when the contractual rights to the cash flows from the financial asset

expire, or it transfers the contractual rights to receive the cash flows from the asset.

Impairment of Financial Asset

Expected credit losses (ECL) are recognized for all financial assets subsequent to ini�al recogni�on other than

financials assets in FVTPL category. ECL is the difference between all contractual cash flows that are due to the

company in accordance with the contract and all the cash flows that the en�ty expects to receive (i.e., all cash

shor�alls), discounted at the original EIR.

For recogni�on of impairment loss on other financial assets (other than trade receivables) and risk exposure, the

company determines that whether there has been a significant increase in the credit risk since ini�al recogni�on. If

credit risk has not increased significantly, 12-month ECL is used to provide for impairment loss. However, if credit risk

has increased significantly, life�me ECL is used. If, in a subsequent period, credit quality of the instrument improves

such that there is no longer a significant increase in credit risk since ini�al recogni�on, then the en�ty reverts to

recognising impairment loss allowance based on 12-month ECL.

Life�me ECL are the expected credit losses resul�ng from all possible default events over the expected life of a financial

instrument. The 12-month ECL is a por�on of the life�me ECL which results from default events that are possible

within 12 months a�er the repor�ng date.

The Company's trade receivables do not contain significant financing component and loss allowance on trade

receivables is measured at an amount equal to life �me expected losses i.e. expected cash shor�all. The impairment

losses and reversals are recognised in Statement of Profit and Loss.

ECL impairment loss allowance (or reversal) recognized during the period is recognized as income/ expense in the

statement of profit and loss (P&L). This amount is reflected under the head ‘other expenses’ in the P&L.

The Company does not have any purchased or originated credit-impaired (POCI) financial assets, i.e., financial assets

which are credit impaired on purchase/ origina�on.

Financial Liabili�es:

Ini�al recogni�on and measurement

Financial liabili�es are recognised when the Company becomes a party to the contractual provisions of the instrument.

All financial liabili�es are recognised ini�ally at fair value and, in the case of loans and borrowings and payables, net of

directly a�ributable transac�on costs.

The Company's financial liabili�es include trade and other payables, loans and borrowings including bank overdra�s,

financial guarantee contracts and deriva�ve financial instruments.

Subsequent measurement

The measurement of financial liabili�es depends on their classifica�on, as described below:

Financial liabili�es at fair value through profit or loss

Financial liabili�es at fair value through profit or loss include financial liabili�es held for trading and financial liabili�es

designated upon ini�al recogni�on as at fair value through profit or loss. Financial liabili�es are classified as held for

trading if they are incurred for the purpose of repurchasing in the near term.

Gains or losses on liabili�es held for trading are recognised in the profit or loss

Loans and borrowings

A�er ini�al recogni�on, interest-bearing loans and borrowings are subsequently measured at amor�sed cost using

the EIR method. Gains and losses are recognised in profit and loss when the liabili�es are derecognised as well as

through the EIR amor�sa�on process.

Amor�sed cost is calculated by taking into account any discount or premium on acquisi�on and fees or costs that are

an integral part of the EIR. The EIR amor�sa�on is included as finance costs in the statement of profit and loss.

Derecogni�on

A financial liability is derecognised when the obliga�on under the liability is discharged or cancelled or expires. When

an exis�ng financial liability is replaced by another from the same lender on substan�ally different terms, or the terms

of an exis�ng liability are substan�ally modified, such an exchange or modifica�on is treated as the derecogni�on of

the original liability and the recogni�on of a new liability. The difference in the respec�ve carrying amounts is

recognised in the statement of profit and loss.

(ix) 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 transac�on

between market par�cipants at the measurement date. The fair value measurement is based on the presump�on that

the transac�on 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 assump�ons that market par�cipants would use when

pricing the asset or liability, assuming that market par�cipants act in their economic best interest.

A fair value measurement of a non-financial asset takes into account a market par�cipant's ability to generate

economic benefits by using the asset in its highest and best use or by selling it to another market par�cipant that

would use the asset in its highest and best use. The Company uses valua�on techniques that are appropriate in the circumstances and for which sufficient data are

Notes to the financial statements for the year ended March 31, 2020 Notes to the financial statements for the year ended March 31, 2020

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cases, the transac�on cost are a�ributed to the acquisi�on value of the financial asset.

Subsequent measurement

Financial assets are subsequently classified as measured at

• amor�sed cost

• fair value through profit and loss (FVTPL)

• fair value through other comprehensive income (FVOCI).

Financial assets are not reclassified subsequent to their recogni�on, except if and in the period the Company changes

its business model for managing financial assets.

Trade Receivables and Loans:

Trade receivables and loans are ini�ally recognised at fair value. Subsequently, these assets are held at amor�sed cost,

using the effec�ve interest rate (EIR) method net of any expected credit losses. The EIR is the rate that discounts

es�mated future cash income through the expected life of financial instrument.

Derecogni�on

The Company derecognises a financial asset when the contractual rights to the cash flows from the financial asset

expire, or it transfers the contractual rights to receive the cash flows from the asset.

Impairment of Financial Asset

Expected credit losses (ECL) are recognized for all financial assets subsequent to ini�al recogni�on other than

financials assets in FVTPL category. ECL is the difference between all contractual cash flows that are due to the

company in accordance with the contract and all the cash flows that the en�ty expects to receive (i.e., all cash

shor�alls), discounted at the original EIR.

For recogni�on of impairment loss on other financial assets (other than trade receivables) and risk exposure, the

company determines that whether there has been a significant increase in the credit risk since ini�al recogni�on. If

credit risk has not increased significantly, 12-month ECL is used to provide for impairment loss. However, if credit risk

has increased significantly, life�me ECL is used. If, in a subsequent period, credit quality of the instrument improves

such that there is no longer a significant increase in credit risk since ini�al recogni�on, then the en�ty reverts to

recognising impairment loss allowance based on 12-month ECL.

Life�me ECL are the expected credit losses resul�ng from all possible default events over the expected life of a financial

instrument. The 12-month ECL is a por�on of the life�me ECL which results from default events that are possible

within 12 months a�er the repor�ng date.

The Company's trade receivables do not contain significant financing component and loss allowance on trade

receivables is measured at an amount equal to life �me expected losses i.e. expected cash shor�all. The impairment

losses and reversals are recognised in Statement of Profit and Loss.

ECL impairment loss allowance (or reversal) recognized during the period is recognized as income/ expense in the

statement of profit and loss (P&L). This amount is reflected under the head ‘other expenses’ in the P&L.

The Company does not have any purchased or originated credit-impaired (POCI) financial assets, i.e., financial assets

which are credit impaired on purchase/ origina�on.

Financial Liabili�es:

Ini�al recogni�on and measurement

Financial liabili�es are recognised when the Company becomes a party to the contractual provisions of the instrument.

All financial liabili�es are recognised ini�ally at fair value and, in the case of loans and borrowings and payables, net of

directly a�ributable transac�on costs.

The Company's financial liabili�es include trade and other payables, loans and borrowings including bank overdra�s,

financial guarantee contracts and deriva�ve financial instruments.

Subsequent measurement

The measurement of financial liabili�es depends on their classifica�on, as described below:

Financial liabili�es at fair value through profit or loss

Financial liabili�es at fair value through profit or loss include financial liabili�es held for trading and financial liabili�es

designated upon ini�al recogni�on as at fair value through profit or loss. Financial liabili�es are classified as held for

trading if they are incurred for the purpose of repurchasing in the near term.

Gains or losses on liabili�es held for trading are recognised in the profit or loss

Loans and borrowings

A�er ini�al recogni�on, interest-bearing loans and borrowings are subsequently measured at amor�sed cost using

the EIR method. Gains and losses are recognised in profit and loss when the liabili�es are derecognised as well as

through the EIR amor�sa�on process.

Amor�sed cost is calculated by taking into account any discount or premium on acquisi�on and fees or costs that are

an integral part of the EIR. The EIR amor�sa�on is included as finance costs in the statement of profit and loss.

Derecogni�on

A financial liability is derecognised when the obliga�on under the liability is discharged or cancelled or expires. When

an exis�ng financial liability is replaced by another from the same lender on substan�ally different terms, or the terms

of an exis�ng liability are substan�ally modified, such an exchange or modifica�on is treated as the derecogni�on of

the original liability and the recogni�on of a new liability. The difference in the respec�ve carrying amounts is

recognised in the statement of profit and loss.

(ix) 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 transac�on

between market par�cipants at the measurement date. The fair value measurement is based on the presump�on that

the transac�on 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 assump�ons that market par�cipants would use when

pricing the asset or liability, assuming that market par�cipants act in their economic best interest.

A fair value measurement of a non-financial asset takes into account a market par�cipant's ability to generate

economic benefits by using the asset in its highest and best use or by selling it to another market par�cipant that

would use the asset in its highest and best use. The Company uses valua�on techniques that are appropriate in the circumstances and for which sufficient data are

Notes to the financial statements for the year ended March 31, 2020 Notes to the financial statements for the year ended March 31, 2020

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available to measure fair value, maximising the use of relevant observable inputs and minimising the use of

unobservable inputs.

All assets and liabili�es for which fair value is measured or disclosed in the financial statements are categorised within

the fair value hierarchy, described as follows, based on the lowest level input that is significant to the fair value

measurement as a whole:

Level 1 - Quoted (unadjusted) market prices in ac�ve markets for iden�cal assets or liabili�es

Level 2- Valua�on techniques for which the lowest level input that is significant to the fair value measurement is

directly or indirectly observable

Level 3 -Valua�on techniques for which the lowest level input that is significant to the fair value measurement is

unobservable

For assets and liabili�es 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 categorisa�on (based on the lowest

level input that is significant to the fair value measurement as a whole) at the end of each repor�ng period.

The Company's Management determines the policies and procedures for both recurring fair value measurement, such as

deriva�ve instruments and unquoted financial assets measured at fair value, and for non-recurring measurement,

such as assets held for distribu�on in discon�nued opera�ons.

At each repor�ng date, the Management analyses the movements in the values of assets and liabili�es which are

required to be remeasured or re-assessed as per the Company's accoun�ng policies. For this analysis, the

Management verifies the major inputs applied in the latest valua�on by agreeing the informa�on in the valua�on

computa�on to contracts and other relevant documents.

The Management also compares the change in the fair value of each asset and liability with relevant external sources

to determine whether the change is reasonable.

For the purpose of fair value disclosures, the Company has determined classes of assets and liabili�es on the basis

of the nature, characteris�cs and risks of the asset or liability and the level of the fair value hierarchy as explained above.

This note summarises accoun�ng policy for fair value. Other fair value related disclosures are given in the relevant notes.

(x) Leases

The Company recognises a right-of-use asset and a lease liability at the lease commencement date. The right of use

asset is ini�ally measured at cost, which comprises the ini�al amount of the lease liability adjusted for any lease

payments made at or before the commencement date, plus any ini�al direct cost incurred and an es�mate of cost to

dismantle and remove the underlying asset or to restore the underlying asset or the site on which it is located, less any

lease incen�ves received. The right-of-use asset is subsequently amor�sed using the straight line method from the

commencement date to the earlier of the end of the useful life or the end of the lease term.

The lease liability is ini�ally measured at the present value of the lease payments that are not paid at the

commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot be readily

determined, the Company’s incremental borrowing rate.

Leases in which a significant por�on of the risks and rewards of ownership was not transferred to the Company as

lessee was classified as short term opera�ng leases. Payments made under such short term opera�ng leases (net of

any incen�ves received from the lessor) was charged to profit or loss on a straight-line basis over the period of the

lease unless the payments was structured to increase in line with expected general infla�on to compensate for the

lessor’s expected infla�onary cost increases.

(xi) Employee Benefits

i) Defined contribu�on plans (Provident Fund)

In accordance with Indian Law, eligible employees receive benefits from Provident Fund, which is defined contribu�on

plan. Both the employee and employer make monthly contribu�ons to the plan, which is administrated by the

Government authori�es, each equal to the specific percentage of employee's basic salary. The Company has no

further obliga�on under the plan beyond its monthly contribu�ons. Obliga�on for contribu�ons to the plan is

recognized as an employee benefit expense in the Statement of Profit and Loss when incurred.

ii) Defined benefit plans (Gratuity)

In accordance with applicable Indian Law, the Company provides for gratuity, a defined benefit re�rement plan (the

Gratuity Plan) covering eligible employees. The Gratuity Plan provides a lumpsum payment to vested employees, at

re�rement or termina�on of employment, and amount based on respec�ve last drawn salary and the years of

employment with the Company. The Company's net obliga�on in respect of the Gratuity Plan is calculated by

es�ma�ng the amount of future benefits that the employees have earned in return of their service in the current and

prior periods; that benefit is discounted to determine its present value. Any unrecognized past service cost and the fair

value of plan assets are deducted. The discount rate is yield at repor�ng date on risk free government bonds that have

maturity dates approxima�ng the terms of the Company's obliga�on. The calcula�on is performed annually by a

qualified actuary using the projected unit credit method. When the calcula�on results in a benefit to the Company, the

recognized asset is limited to the total of any unrecognized past service cost and the present value of the economic

benefits available in the form of any future refunds from the plan or reduc�on in future contribu�on to the plan.

The Company recognises all remeasurements of net defined benefit liability/asset directly in other comprehensive

income and presented within equity.

iii) Short term benefits

Short term employee benefit obliga�ons are measured on an undiscounted basis and are expensed as a related service

provided. A liability is recognized for the amount expected to be paid under short term cash bonus or profit sharing

plans if the Company has a present legal or construc�ve obliga�on to pay this amount as a result of past service

provided by the employee and the obliga�on can be es�mated reliably.

iv) Compensated absences

The employees of the Company are en�tled to compensated absence. The employees can carry forward a por�on of

the unu�lized accrued absence and u�lize it in future periods or receive cash compensa�on at re�rement or

termina�on of employment for the unu�lized accrued compensated absence. The Company recognizes an obliga�on

for compensated absences in the period in which the employee renders the services. The Company provides for the

expected cost of compensated absence in the Statement of Profit and Loss as the addi�onal amount that the company

expects to pay as a result of the unused en�tlement that has accumulated based on actuarial valua�ons carried out by

an independent actuary at the balance sheet date.

(xii) Cash Flows Statement

Statement of cash flows is prepared in accordance with the indirect method prescribed in the relevant Accoun�ng

Standard. For the purpose of presenta�on in the Statement of cash flows, Cash and cash equivalents comprise cash at

bank and in hand and short-term deposits with an original maturity of three months or less.

Statement of Cash Flows for the year ended March 31, 2020 Notes to the financial statements for the year ended March 31, 2020

35 36

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available to measure fair value, maximising the use of relevant observable inputs and minimising the use of

unobservable inputs.

All assets and liabili�es for which fair value is measured or disclosed in the financial statements are categorised within

the fair value hierarchy, described as follows, based on the lowest level input that is significant to the fair value

measurement as a whole:

Level 1 - Quoted (unadjusted) market prices in ac�ve markets for iden�cal assets or liabili�es

Level 2- Valua�on techniques for which the lowest level input that is significant to the fair value measurement is

directly or indirectly observable

Level 3 -Valua�on techniques for which the lowest level input that is significant to the fair value measurement is

unobservable

For assets and liabili�es 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 categorisa�on (based on the lowest

level input that is significant to the fair value measurement as a whole) at the end of each repor�ng period.

The Company's Management determines the policies and procedures for both recurring fair value measurement, such as

deriva�ve instruments and unquoted financial assets measured at fair value, and for non-recurring measurement,

such as assets held for distribu�on in discon�nued opera�ons.

At each repor�ng date, the Management analyses the movements in the values of assets and liabili�es which are

required to be remeasured or re-assessed as per the Company's accoun�ng policies. For this analysis, the

Management verifies the major inputs applied in the latest valua�on by agreeing the informa�on in the valua�on

computa�on to contracts and other relevant documents.

The Management also compares the change in the fair value of each asset and liability with relevant external sources

to determine whether the change is reasonable.

For the purpose of fair value disclosures, the Company has determined classes of assets and liabili�es on the basis

of the nature, characteris�cs and risks of the asset or liability and the level of the fair value hierarchy as explained above.

This note summarises accoun�ng policy for fair value. Other fair value related disclosures are given in the relevant notes.

(x) Leases

The Company recognises a right-of-use asset and a lease liability at the lease commencement date. The right of use

asset is ini�ally measured at cost, which comprises the ini�al amount of the lease liability adjusted for any lease

payments made at or before the commencement date, plus any ini�al direct cost incurred and an es�mate of cost to

dismantle and remove the underlying asset or to restore the underlying asset or the site on which it is located, less any

lease incen�ves received. The right-of-use asset is subsequently amor�sed using the straight line method from the

commencement date to the earlier of the end of the useful life or the end of the lease term.

The lease liability is ini�ally measured at the present value of the lease payments that are not paid at the

commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot be readily

determined, the Company’s incremental borrowing rate.

Leases in which a significant por�on of the risks and rewards of ownership was not transferred to the Company as

lessee was classified as short term opera�ng leases. Payments made under such short term opera�ng leases (net of

any incen�ves received from the lessor) was charged to profit or loss on a straight-line basis over the period of the

lease unless the payments was structured to increase in line with expected general infla�on to compensate for the

lessor’s expected infla�onary cost increases.

(xi) Employee Benefits

i) Defined contribu�on plans (Provident Fund)

In accordance with Indian Law, eligible employees receive benefits from Provident Fund, which is defined contribu�on

plan. Both the employee and employer make monthly contribu�ons to the plan, which is administrated by the

Government authori�es, each equal to the specific percentage of employee's basic salary. The Company has no

further obliga�on under the plan beyond its monthly contribu�ons. Obliga�on for contribu�ons to the plan is

recognized as an employee benefit expense in the Statement of Profit and Loss when incurred.

ii) Defined benefit plans (Gratuity)

In accordance with applicable Indian Law, the Company provides for gratuity, a defined benefit re�rement plan (the

Gratuity Plan) covering eligible employees. The Gratuity Plan provides a lumpsum payment to vested employees, at

re�rement or termina�on of employment, and amount based on respec�ve last drawn salary and the years of

employment with the Company. The Company's net obliga�on in respect of the Gratuity Plan is calculated by

es�ma�ng the amount of future benefits that the employees have earned in return of their service in the current and

prior periods; that benefit is discounted to determine its present value. Any unrecognized past service cost and the fair

value of plan assets are deducted. The discount rate is yield at repor�ng date on risk free government bonds that have

maturity dates approxima�ng the terms of the Company's obliga�on. The calcula�on is performed annually by a

qualified actuary using the projected unit credit method. When the calcula�on results in a benefit to the Company, the

recognized asset is limited to the total of any unrecognized past service cost and the present value of the economic

benefits available in the form of any future refunds from the plan or reduc�on in future contribu�on to the plan.

The Company recognises all remeasurements of net defined benefit liability/asset directly in other comprehensive

income and presented within equity.

iii) Short term benefits

Short term employee benefit obliga�ons are measured on an undiscounted basis and are expensed as a related service

provided. A liability is recognized for the amount expected to be paid under short term cash bonus or profit sharing

plans if the Company has a present legal or construc�ve obliga�on to pay this amount as a result of past service

provided by the employee and the obliga�on can be es�mated reliably.

iv) Compensated absences

The employees of the Company are en�tled to compensated absence. The employees can carry forward a por�on of

the unu�lized accrued absence and u�lize it in future periods or receive cash compensa�on at re�rement or

termina�on of employment for the unu�lized accrued compensated absence. The Company recognizes an obliga�on

for compensated absences in the period in which the employee renders the services. The Company provides for the

expected cost of compensated absence in the Statement of Profit and Loss as the addi�onal amount that the company

expects to pay as a result of the unused en�tlement that has accumulated based on actuarial valua�ons carried out by

an independent actuary at the balance sheet date.

(xii) Cash Flows Statement

Statement of cash flows is prepared in accordance with the indirect method prescribed in the relevant Accoun�ng

Standard. For the purpose of presenta�on in the Statement of cash flows, Cash and cash equivalents comprise cash at

bank and in hand and short-term deposits with an original maturity of three months or less.

Statement of Cash Flows for the year ended March 31, 2020 Notes to the financial statements for the year ended March 31, 2020

35 36

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ǀ Financial Statememts ǀAnnual Report 2019-20

(xiii) Borrowing Costs:

Borrowing costs includes interest, commitment charges, brokerage, underwri�ng costs, discounts / premiums,

financing charges, exchange difference to the extent they are regarded as interest costs and all ancillary / incidental

costs incurred in connec�on with the arrangement of borrowing. Borrowing costs directly a�ributable to the

acquisi�on, construc�on or produc�on of qualifying assets are added to the cost of those assets, un�l such �me as the

assets are substan�ally ready for their intended use or sale. The Company considers a period of twelve months or

more as a substan�al period of �me.

Investment income earned on the temporary investment of specific borrowings pending their expenditure on

qualifying assets is deducted from the borrowing costs eligible for capitaliza�on. All other borrowing costs are

recognised in the statement of profit and loss in the period in which they are incurred.

(xiv) Excep�onal Items

When an item of income or expense within profit or loss from ordinary ac�vity is of such size, nature or incidence that

their disclosure is relevant to explain the performance of the Company for the year, the nature and amount of such

items is disclosed as excep�onal items.

(xv) Cash and cash equivalents

Cash and cash equivalent in the balance sheet comprise cash at banks and short-term deposits with an original

maturity of three months or less, which are subject to an insignificant risk of changes in value.

(xvi) Earnings Per Share

Basic earnings per share is computed by dividing the net profit for the period a�ributable to the equity shareholders of

the Company (a�er deduc�ng a�ributable taxes) by the weighted average number of equity shares outstanding

during the period. The weighted average number of equity shares outstanding during the period and for all periods

presented is adjusted for events, such as bonus shares, other than the conversion of poten�al equity shares that have

changed the number of equity shares outstanding, without a corresponding change in resources.

For the purpose of calcula�ng diluted earnings per share, the net profit for the period a�ributable to equity

shareholders and the weighted average number of shares outstanding during the period, if any, is adjusted for the

effects of all dilu�ve poten�al equity shares.

Statement of Cash Flows for the year ended March 31, 2020 Notes to the financial statements for the year ended March 31, 2020(All amount are in ₹ lakhs , unless otherwise stated)

Note 3. Property, Plant and Equipment

Par�culars Furniture Office Leasehold Total

and fixtures equipment improvements

Cost

As at April 5, 2018 - - - -

Addi�ons during the period 2.03 12.48 - 14.51

Dele�ons during the period - - - -

As at March 31, 2019 2.03 12.48 - 14.51

Addi�ons during the year 0.16 18.18 3.29 21.63

Dele�ons during the year - - - -

As at March 31, 2020 2.19 30.66 3.29 36.14

Deprecia�on

As at April 5, 2018 - - - -

Deprecia�on for the period 0.03 0.42 - 0.45

Accumulated deprecia�on on dele�on - - - -

As at March 31, 2019 0.03 0.42 - 0.45

Deprecia�on for the year 0.54 12.11 0.44 13.09

Accumulated deprecia�on on dele�on - - - -

As at March 31, 2020 0.57 12.53 0.44 13.54

Net Block

As at March 31, 2020 1.62 18.13 2.85 22.60

As at March 31, 2019 2.00 12.06 - 14.06

Note 4. Intangible assets

Par�culars So�ware

Cost

As at April 5, 2018 -

Addi�ons during the period 0.27

As at March 31, 2019 0.27

Addi�ons during the year 0.27

As at March 31, 2020 0.54

Amor�sa�on

As at April 5, 2018 -

Amor�sa�on for the period 0.03

As at March 31, 2019 0.03

Amor�sa�on for the year 0.15

As at March 31, 2020 0.18

Net Block

As at March 31, 2020 0.36

As at March 31, 2019 0.24

37 38

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ǀ Financial Statememts ǀAnnual Report 2019-20

(xiii) Borrowing Costs:

Borrowing costs includes interest, commitment charges, brokerage, underwri�ng costs, discounts / premiums,

financing charges, exchange difference to the extent they are regarded as interest costs and all ancillary / incidental

costs incurred in connec�on with the arrangement of borrowing. Borrowing costs directly a�ributable to the

acquisi�on, construc�on or produc�on of qualifying assets are added to the cost of those assets, un�l such �me as the

assets are substan�ally ready for their intended use or sale. The Company considers a period of twelve months or

more as a substan�al period of �me.

Investment income earned on the temporary investment of specific borrowings pending their expenditure on

qualifying assets is deducted from the borrowing costs eligible for capitaliza�on. All other borrowing costs are

recognised in the statement of profit and loss in the period in which they are incurred.

(xiv) Excep�onal Items

When an item of income or expense within profit or loss from ordinary ac�vity is of such size, nature or incidence that

their disclosure is relevant to explain the performance of the Company for the year, the nature and amount of such

items is disclosed as excep�onal items.

(xv) Cash and cash equivalents

Cash and cash equivalent in the balance sheet comprise cash at banks and short-term deposits with an original

maturity of three months or less, which are subject to an insignificant risk of changes in value.

(xvi) Earnings Per Share

Basic earnings per share is computed by dividing the net profit for the period a�ributable to the equity shareholders of

the Company (a�er deduc�ng a�ributable taxes) by the weighted average number of equity shares outstanding

during the period. The weighted average number of equity shares outstanding during the period and for all periods

presented is adjusted for events, such as bonus shares, other than the conversion of poten�al equity shares that have

changed the number of equity shares outstanding, without a corresponding change in resources.

For the purpose of calcula�ng diluted earnings per share, the net profit for the period a�ributable to equity

shareholders and the weighted average number of shares outstanding during the period, if any, is adjusted for the

effects of all dilu�ve poten�al equity shares.

Statement of Cash Flows for the year ended March 31, 2020 Notes to the financial statements for the year ended March 31, 2020(All amount are in ₹ lakhs , unless otherwise stated)

Note 3. Property, Plant and Equipment

Par�culars Furniture Office Leasehold Total

and fixtures equipment improvements

Cost

As at April 5, 2018 - - - -

Addi�ons during the period 2.03 12.48 - 14.51

Dele�ons during the period - - - -

As at March 31, 2019 2.03 12.48 - 14.51

Addi�ons during the year 0.16 18.18 3.29 21.63

Dele�ons during the year - - - -

As at March 31, 2020 2.19 30.66 3.29 36.14

Deprecia�on

As at April 5, 2018 - - - -

Deprecia�on for the period 0.03 0.42 - 0.45

Accumulated deprecia�on on dele�on - - - -

As at March 31, 2019 0.03 0.42 - 0.45

Deprecia�on for the year 0.54 12.11 0.44 13.09

Accumulated deprecia�on on dele�on - - - -

As at March 31, 2020 0.57 12.53 0.44 13.54

Net Block

As at March 31, 2020 1.62 18.13 2.85 22.60

As at March 31, 2019 2.00 12.06 - 14.06

Note 4. Intangible assets

Par�culars So�ware

Cost

As at April 5, 2018 -

Addi�ons during the period 0.27

As at March 31, 2019 0.27

Addi�ons during the year 0.27

As at March 31, 2020 0.54

Amor�sa�on

As at April 5, 2018 -

Amor�sa�on for the period 0.03

As at March 31, 2019 0.03

Amor�sa�on for the year 0.15

As at March 31, 2020 0.18

Net Block

As at March 31, 2020 0.36

As at March 31, 2019 0.24

37 38

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ǀ Financial Statememts ǀAnnual Report 2019-20

Note 5. Investments - Current

Par�culars As at As at 31st March, 2020 31st March, 2019

(Investments in mutual funds- Unquoted

Edelweiss Liquid Fund-Direct Plan Growth - Nil units - 20.56

(March 31, 2019 - 869.739 units)

Edelweiss Low Dura�on Fund- Regular Plan Growth - Nil units - 70.26

(March 31, 2019 - 74,285.419 units)

Axis Bank Liquid Fund - 3,134.428 units (March 31, 2019 - Nil units) 1,637.50 -

Total 1,637.50 90.82

Aggregate amount of unquoted investment & market value thereof 1,637.50 90.82

Note 6. Cash and cash equivalents

Par�culars As at As at

31st March, 2020 31st March, 2019

Balances with banks:

In Current Accounts 12.50 25.33

Cash on hand 0.11 0.02

Total 12.61 25.35

Note 7. Other bank balances

Par�culars As at As at

31st March, 2020 31st March, 2019

Balances with banks:

In Fixed Deposits 250.00 -

(maturity less than 12 months but more than 3 months)

Total 250.00 -

Note: There is lien on Fixed Deposits for the guarantee issued to Infrastructure Leasing & Financial Services Limited as

part of bidding process.

Note 8. Other financial Assets

Par�culars As at As at

31st March, 2020 31st March, 2019

Unsecured, considered good

Non Current

Security Deposits - Leased premise 27.85 23.99

Security Deposits - Others 1.01 1.26

Total 28.86 25.25

Unsecured, considered good

Current

Interest receivable 0.77 2.50

Security Deposits - Other 0.27 -

Total 1.04 2.50

Par�culars Right of Use

Asset - Lease

Cost

As at April 6, 2018 -

Addi�ons for the period 273.55

As at March 31, 2019 273.55

Addi�ons during the year -

As at March 31, 2020 273.55

Deprecia�on and Impairment

As at April 6, 2018 -

Amor�sa�on during the period 4.56

As at March 31, 2019 4.56

Amor�sa�on during the year 54.71

As at March 31, 2020 59.27

Net Block

As at March 31, 2020 214.28

As at March 31, 2019 268.99

The maturity profile of leased liability is presented as separate line item in Note 31.

The movement is as under:

Note 4A. Ind AS 116 applica�on to premises taken on lease

The Company and its fellow subsidiary jointly have taken an office on lease for the period of 5 years on equal sharing

basis (non-cancellable for first 24 months). In this regards, the Company has provided interest free security deposit of

₹ 49.31 lakhs. The Company has applied Ind AS 116 using modified retrospec�ve method and accordingly accounted

lease as Right of Use (ROU) - Leased Premises based on present value of lease payments over 5 years and interest free

security deposit discoun�ng at 15% borrowing rate implicit in the agreement. In the statement of profit and loss,

opera�ng lease expenses which were recognised as rent in previous period is now recognised as amor�sa�on expense

for the right-of-use asset and finance cost for interest accrued on lease liabili�es.

Accordingly, ROU of asset based on the requirement of the Standard has been classified as separate line item in the

Balance Sheet as "Right of Use Asset - Lease" as if the specified asset is owned by the Company. It is amor�sed on

straight line basis over the period of 5 years of lease. The corresponding amount is presented as Lease liabili�es

bifurcated into current and non-current por�on as at the balance sheet date as separate line item in the Balance Sheet.

Notes to the financial statements for the year ended March 31, 2020

(All amount are in ₹ lakhs , unless otherwise stated)

Notes to the financial statements for the year ended March 31, 2020

(All amount are in ₹ lakhs , unless otherwise stated)

39 40

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ǀ Financial Statememts ǀAnnual Report 2019-20

Note 5. Investments - Current

Par�culars As at As at 31st March, 2020 31st March, 2019

(Investments in mutual funds- Unquoted

Edelweiss Liquid Fund-Direct Plan Growth - Nil units - 20.56

(March 31, 2019 - 869.739 units)

Edelweiss Low Dura�on Fund- Regular Plan Growth - Nil units - 70.26

(March 31, 2019 - 74,285.419 units)

Axis Bank Liquid Fund - 3,134.428 units (March 31, 2019 - Nil units) 1,637.50 -

Total 1,637.50 90.82

Aggregate amount of unquoted investment & market value thereof 1,637.50 90.82

Note 6. Cash and cash equivalents

Par�culars As at As at

31st March, 2020 31st March, 2019

Balances with banks:

In Current Accounts 12.50 25.33

Cash on hand 0.11 0.02

Total 12.61 25.35

Note 7. Other bank balances

Par�culars As at As at

31st March, 2020 31st March, 2019

Balances with banks:

In Fixed Deposits 250.00 -

(maturity less than 12 months but more than 3 months)

Total 250.00 -

Note: There is lien on Fixed Deposits for the guarantee issued to Infrastructure Leasing & Financial Services Limited as

part of bidding process.

Note 8. Other financial Assets

Par�culars As at As at

31st March, 2020 31st March, 2019

Unsecured, considered good

Non Current

Security Deposits - Leased premise 27.85 23.99

Security Deposits - Others 1.01 1.26

Total 28.86 25.25

Unsecured, considered good

Current

Interest receivable 0.77 2.50

Security Deposits - Other 0.27 -

Total 1.04 2.50

Par�culars Right of Use

Asset - Lease

Cost

As at April 6, 2018 -

Addi�ons for the period 273.55

As at March 31, 2019 273.55

Addi�ons during the year -

As at March 31, 2020 273.55

Deprecia�on and Impairment

As at April 6, 2018 -

Amor�sa�on during the period 4.56

As at March 31, 2019 4.56

Amor�sa�on during the year 54.71

As at March 31, 2020 59.27

Net Block

As at March 31, 2020 214.28

As at March 31, 2019 268.99

The maturity profile of leased liability is presented as separate line item in Note 31.

The movement is as under:

Note 4A. Ind AS 116 applica�on to premises taken on lease

The Company and its fellow subsidiary jointly have taken an office on lease for the period of 5 years on equal sharing

basis (non-cancellable for first 24 months). In this regards, the Company has provided interest free security deposit of

₹ 49.31 lakhs. The Company has applied Ind AS 116 using modified retrospec�ve method and accordingly accounted

lease as Right of Use (ROU) - Leased Premises based on present value of lease payments over 5 years and interest free

security deposit discoun�ng at 15% borrowing rate implicit in the agreement. In the statement of profit and loss,

opera�ng lease expenses which were recognised as rent in previous period is now recognised as amor�sa�on expense

for the right-of-use asset and finance cost for interest accrued on lease liabili�es.

Accordingly, ROU of asset based on the requirement of the Standard has been classified as separate line item in the

Balance Sheet as "Right of Use Asset - Lease" as if the specified asset is owned by the Company. It is amor�sed on

straight line basis over the period of 5 years of lease. The corresponding amount is presented as Lease liabili�es

bifurcated into current and non-current por�on as at the balance sheet date as separate line item in the Balance Sheet.

Notes to the financial statements for the year ended March 31, 2020

(All amount are in ₹ lakhs , unless otherwise stated)

Notes to the financial statements for the year ended March 31, 2020

(All amount are in ₹ lakhs , unless otherwise stated)

39 40

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ǀ Financial Statememts ǀAnnual Report 2019-20

Notes to the financial statements for the year ended March 31, 2020

(All amount are in ₹ lakhs , unless otherwise stated)

Notes to the financial statements for the year ended March 31, 2020

(All amount are in ₹ lakhs , unless otherwise stated)

Note 9. Other Assets

Par�culars As at As at

31st March, 2020 31st March, 2019

Unsecured, considered good

Current

Prepaid Expenses 4.00 1.21

Advances to suppliers 0.33 0.13

Other receivables - 0.02

Balance with Government Authori�es 116.16 12.17

Total 120.49 13.53

Note 10. Share Capital

Par�culars As at 31st March, 2020 As at 31st March, 2019

No. of shares ₹ No. of shares ₹

Authorised share capital Equity shares of ₹ 10 each 80,00,000 800.00 35,10,000 351.00

Issued, Subscribed & Fully Paid-Up Equity shares of ₹ 10 each subscribed and fully paid up 72,50,000 725.00 22,50,000 225.00

a) Reconcilia�on of the number of Shares outstanding :

Par�culars As at 31st March, 2020 As at 31st March, 2019

No. of shares ₹ No. of shares ₹

Opening balance of Equity shares of ₹ 10 each 22,50,000 225.00 - -

Add: Shares issued during the year 50,00,000 500.00 22,50,000 225.00

Closing balance of Equity shares of ₹ 10 each 72,50,000 725.00 22,50,000 225.00

Par�culars As at 31st March, 2020 As at 31st March, 2019

No. of shares Holding % No. of shares Holding %

Edelweiss Infrastructure Yield Plus 72,50,000 100.00% 22,50,000 100.00%

1. The six individual nominees hold 6 (Previous period 6) equity shares on behalf of the Holding Enterprise for the purpose of sec�on 3(1)(a) of the Companies Act, 2013 and hence considered as part of the shares holding by the Holding Enterprise.

c) Shares held by the Holding Enterprise:

Out of equity shares issued by the Company, shares held by its Holding Enterprise are as follows -

b) Terms and Rights a�ached to each class of share:

The Company has only one class of equity shares having par value of ₹ 10 per share. Each holder of equity shares is en�tled

to one vote per share. The Company declares and pays dividend in Indian Rupees. The dividend proposed by the Board of

Directors is subject to the approval of the shareholders in the ensuing Annual General Mee�ng. The vo�ng rights of an

equity shareholder on a poll (not on show of hands) are in propor�on to its share of the paid-up equity capital of the

Company. Vo�ng rights cannot be exercised in respect of shares on which any call or other sums presently payable have not

been paid. In the event of the liquida�on of the Company, the holders of equity shares will be en�tled to receive remaining

assets of the Company, a�er distribu�on of all preferen�al amounts. The distribu�on will be in propor�on to the number of

equity shares held by the shareholders.

2. No separate details of shareholders holding more than 5% of the shares in Company have been disclosed, as the Holding Enterprise holds 100% of equity share capital of the Company. As per records of the Company, including its register of shareholders/members and other declara�on received from shareholders regarding beneficial interest, the above shareholding represents legal ownership of shares.

Note 11. Other equity

Par�culars As at As at

31st March, 2020 31st March, 2019

Retained Earnings:

At the beginning of the year/ period (280.71) -

Profit/ (loss) for the year/ period (1,014.14) (279.72)

Other comprehensive income for the year / period 3.98 (0.99)

At the end of the year (1,290.87) (280.71)

Note 12. Instrument considered en�rely as Equity - Compulsorily Conver�ble Debentures (CCDs)

Par�culars As at As at

31st March, 2020 31st March, 2019

Retained Earnings:

Compulsory Conver�ble Debentures - 18% 2,532.00 100.00

Total 2,532.00 100.00

Refer note 24 for terms and other details

Note 13. Other financial liabili�es

Par�culars As at As at

31st March, 2020 31st March, 2019

Current:

Payable for capital expenditure 1.31 -

Total 1.31 -

Note 14. Provisions

Par�culars As at As at

31st March, 2020 31st March, 2019

Non - current

Provision for Employee Benefits

(i) Gratuity (Refer Note 23 ) 5.48 12.50

(ii) Compensated absences 3.98 3.35

Total 9.46 15.85 Current

Provision for Employee Benefits

(i) Gratuity (Refer Note 23 ) 0.03 0.96

(ii) Compensated absences 0.11 0.05

Total 0.14 1.01

41 42

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ǀ Financial Statememts ǀAnnual Report 2019-20

Notes to the financial statements for the year ended March 31, 2020

(All amount are in ₹ lakhs , unless otherwise stated)

Notes to the financial statements for the year ended March 31, 2020

(All amount are in ₹ lakhs , unless otherwise stated)

Note 9. Other Assets

Par�culars As at As at

31st March, 2020 31st March, 2019

Unsecured, considered good

Current

Prepaid Expenses 4.00 1.21

Advances to suppliers 0.33 0.13

Other receivables - 0.02

Balance with Government Authori�es 116.16 12.17

Total 120.49 13.53

Note 10. Share Capital

Par�culars As at 31st March, 2020 As at 31st March, 2019

No. of shares ₹ No. of shares ₹

Authorised share capital Equity shares of ₹ 10 each 80,00,000 800.00 35,10,000 351.00

Issued, Subscribed & Fully Paid-Up Equity shares of ₹ 10 each subscribed and fully paid up 72,50,000 725.00 22,50,000 225.00

a) Reconcilia�on of the number of Shares outstanding :

Par�culars As at 31st March, 2020 As at 31st March, 2019

No. of shares ₹ No. of shares ₹

Opening balance of Equity shares of ₹ 10 each 22,50,000 225.00 - -

Add: Shares issued during the year 50,00,000 500.00 22,50,000 225.00

Closing balance of Equity shares of ₹ 10 each 72,50,000 725.00 22,50,000 225.00

Par�culars As at 31st March, 2020 As at 31st March, 2019

No. of shares Holding % No. of shares Holding %

Edelweiss Infrastructure Yield Plus 72,50,000 100.00% 22,50,000 100.00%

1. The six individual nominees hold 6 (Previous period 6) equity shares on behalf of the Holding Enterprise for the purpose of sec�on 3(1)(a) of the Companies Act, 2013 and hence considered as part of the shares holding by the Holding Enterprise.

c) Shares held by the Holding Enterprise:

Out of equity shares issued by the Company, shares held by its Holding Enterprise are as follows -

b) Terms and Rights a�ached to each class of share:

The Company has only one class of equity shares having par value of ₹ 10 per share. Each holder of equity shares is en�tled

to one vote per share. The Company declares and pays dividend in Indian Rupees. The dividend proposed by the Board of

Directors is subject to the approval of the shareholders in the ensuing Annual General Mee�ng. The vo�ng rights of an

equity shareholder on a poll (not on show of hands) are in propor�on to its share of the paid-up equity capital of the

Company. Vo�ng rights cannot be exercised in respect of shares on which any call or other sums presently payable have not

been paid. In the event of the liquida�on of the Company, the holders of equity shares will be en�tled to receive remaining

assets of the Company, a�er distribu�on of all preferen�al amounts. The distribu�on will be in propor�on to the number of

equity shares held by the shareholders.

2. No separate details of shareholders holding more than 5% of the shares in Company have been disclosed, as the Holding Enterprise holds 100% of equity share capital of the Company. As per records of the Company, including its register of shareholders/members and other declara�on received from shareholders regarding beneficial interest, the above shareholding represents legal ownership of shares.

Note 11. Other equity

Par�culars As at As at

31st March, 2020 31st March, 2019

Retained Earnings:

At the beginning of the year/ period (280.71) -

Profit/ (loss) for the year/ period (1,014.14) (279.72)

Other comprehensive income for the year / period 3.98 (0.99)

At the end of the year (1,290.87) (280.71)

Note 12. Instrument considered en�rely as Equity - Compulsorily Conver�ble Debentures (CCDs)

Par�culars As at As at

31st March, 2020 31st March, 2019

Retained Earnings:

Compulsory Conver�ble Debentures - 18% 2,532.00 100.00

Total 2,532.00 100.00

Refer note 24 for terms and other details

Note 13. Other financial liabili�es

Par�culars As at As at

31st March, 2020 31st March, 2019

Current:

Payable for capital expenditure 1.31 -

Total 1.31 -

Note 14. Provisions

Par�culars As at As at

31st March, 2020 31st March, 2019

Non - current

Provision for Employee Benefits

(i) Gratuity (Refer Note 23 ) 5.48 12.50

(ii) Compensated absences 3.98 3.35

Total 9.46 15.85 Current

Provision for Employee Benefits

(i) Gratuity (Refer Note 23 ) 0.03 0.96

(ii) Compensated absences 0.11 0.05

Total 0.14 1.01

41 42

Page 44: Annual Report 2019-20 Corporate Informaon

ǀ Financial Statememts ǀAnnual Report 2019-20

Note 15. Trade payables

Par�culars As at As at

31st March, 2020 31st March, 2019

Outstanding dues of Micro, Small and Medium enterprises (refer (iv) below) - -

Outstanding due to others 93.07 108.28

Total 93.07 108.28

Par�culars As at 31st As at 31st

March, 2020 March, 201

(i) the principal amount and the interest due thereon (to be shown separately) - -

remaining unpaid to any supplier as at the end of accoun�ng year;

(ii) the amount of interest paid by the buyer under MSMED Act, 2006 along with the - -

amounts of the payment made to the supplier beyond the appointed day during each

accoun�ng period.

(iii) the amount of interest due and payable for the period (where the principal has been - -

paid but interest under the MSMED Act, 2006 not paid)

(iv) The amount of interest accrued and remaining unpaid at the end of accoun�ng year; and - -

(v) The amount of further interest due and payable even in the succeeding year, un�l - -

such date when the interest dues as above are actually paid to the small enterprise,

for the purpose of disallowance as a deduc�ble expenditure under sec�on 23.

Notes to the financial statements for the year ended March 31, 2020

(All amount are in ₹ lakhs , unless otherwise stated)

Notes to the financial statements for the year ended March 31, 2020

(All amount are in ₹ lakhs , unless otherwise stated)

Notes:

(i) Trade payables are non-interest bearing and are normally se�led on 30 days terms.

(ii) Refer Note 28 for related party balances and terms and condi�ons with related par�es.

(iii) For explana�on on Company's credit risk management process, refer note 30 & 31.

(iv) Disclosures required under Sec�on 22 of the Micro, Small and Medium Enterprises Development Act, 2006:

On the basis of informa�on and records available with the Company, the above disclosures are made in respect of amount due to the Micro, Small and Medium enterprises, which have been registered with the relevant competent authori�es.

Note 16. Other current liabili�es

Par�culars As at As at

31st March, 2020 31st March, 2019

Statutory dues payable 6.63 21.48

Other payable (from related party - Sekura Energy Ltd.) 1.70 2.24

Total 8.33 23.72

Note 17. Other income

Par�culars Year ended For the period from March 31, 2020 April 5, 2018 to March 31, 2019

Interest income on bank deposits 53.93 0.49

Gain on sale of Investments in Mutual Funds (net) 10.04 0.56

Unrealised (gain)/ loss on fair valua�on of mutual funds, net 7.73 0.26

Interest on security deposit 3.86 0.59

Other 0.01 -

Total 75.57 1.90

Note 18. Employee benefits expense

Par�culars Year ended For the period from March 31, 2020 April 5, 2018 to March 31, 2019

Salaries and wages 451.49 139.87

Contribu�on to Provident and Other Funds 29.95 4.09

Staff Welfare Expenses 3.82 2.59

Compensated absences 0.69 3.40

Gratuity expense 5.55 12.47

Total 491.50 162.42

(19) Other expenses

Par�culars Year ended For the period from March 31, 2020 April 5, 2018 to March 31, 2019

Rent 0.82 5.03

Legal and Professional Expenses 421.09 79.74

Bidding expenses - 1.00

Housekeeping and security expenses 9.78 0.69

Communica�on Expenses 3.31 0.10

Electricity expenses 2.84 0.38

Insurance Expenses 3.08 1.07

Rates and Taxes 4.66 2.30

Prin�ng & sta�onary expenses 2.78 0.51

Membership and Subscrip�on Expenses 0.46 -

ROC Filing charges 0.12 3.73

Share issue expenses 4.77 -

So�ware license fees 2.36 -

Travelling Expenses 18.54 7.78

Office expenses 5.42 2.02

Auditors Remunera�on 5.00 5.00

Directors' Si�ng Fees 2.82 1.00

Clearing and Custodian Expenses 0.22 0.36

Repairs and maintenance 1.96 3.34

Bank charges 3.65 0.06

Miscellaneous Expenses 1.51 -

Total 495.19 114.11

Note: Payment to Auditors

Par�culars Year ended For the period from March 31, 2020 April 5, 2018 to March 31, 2019

Audit Fees 5.00 5.00

Total 5.00 5.00

43 44

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ǀ Financial Statememts ǀAnnual Report 2019-20

Note 15. Trade payables

Par�culars As at As at

31st March, 2020 31st March, 2019

Outstanding dues of Micro, Small and Medium enterprises (refer (iv) below) - -

Outstanding due to others 93.07 108.28

Total 93.07 108.28

Par�culars As at 31st As at 31st

March, 2020 March, 201

(i) the principal amount and the interest due thereon (to be shown separately) - -

remaining unpaid to any supplier as at the end of accoun�ng year;

(ii) the amount of interest paid by the buyer under MSMED Act, 2006 along with the - -

amounts of the payment made to the supplier beyond the appointed day during each

accoun�ng period.

(iii) the amount of interest due and payable for the period (where the principal has been - -

paid but interest under the MSMED Act, 2006 not paid)

(iv) The amount of interest accrued and remaining unpaid at the end of accoun�ng year; and - -

(v) The amount of further interest due and payable even in the succeeding year, un�l - -

such date when the interest dues as above are actually paid to the small enterprise,

for the purpose of disallowance as a deduc�ble expenditure under sec�on 23.

Notes to the financial statements for the year ended March 31, 2020

(All amount are in ₹ lakhs , unless otherwise stated)

Notes to the financial statements for the year ended March 31, 2020

(All amount are in ₹ lakhs , unless otherwise stated)

Notes:

(i) Trade payables are non-interest bearing and are normally se�led on 30 days terms.

(ii) Refer Note 28 for related party balances and terms and condi�ons with related par�es.

(iii) For explana�on on Company's credit risk management process, refer note 30 & 31.

(iv) Disclosures required under Sec�on 22 of the Micro, Small and Medium Enterprises Development Act, 2006:

On the basis of informa�on and records available with the Company, the above disclosures are made in respect of amount due to the Micro, Small and Medium enterprises, which have been registered with the relevant competent authori�es.

Note 16. Other current liabili�es

Par�culars As at As at

31st March, 2020 31st March, 2019

Statutory dues payable 6.63 21.48

Other payable (from related party - Sekura Energy Ltd.) 1.70 2.24

Total 8.33 23.72

Note 17. Other income

Par�culars Year ended For the period from March 31, 2020 April 5, 2018 to March 31, 2019

Interest income on bank deposits 53.93 0.49

Gain on sale of Investments in Mutual Funds (net) 10.04 0.56

Unrealised (gain)/ loss on fair valua�on of mutual funds, net 7.73 0.26

Interest on security deposit 3.86 0.59

Other 0.01 -

Total 75.57 1.90

Note 18. Employee benefits expense

Par�culars Year ended For the period from March 31, 2020 April 5, 2018 to March 31, 2019

Salaries and wages 451.49 139.87

Contribu�on to Provident and Other Funds 29.95 4.09

Staff Welfare Expenses 3.82 2.59

Compensated absences 0.69 3.40

Gratuity expense 5.55 12.47

Total 491.50 162.42

(19) Other expenses

Par�culars Year ended For the period from March 31, 2020 April 5, 2018 to March 31, 2019

Rent 0.82 5.03

Legal and Professional Expenses 421.09 79.74

Bidding expenses - 1.00

Housekeeping and security expenses 9.78 0.69

Communica�on Expenses 3.31 0.10

Electricity expenses 2.84 0.38

Insurance Expenses 3.08 1.07

Rates and Taxes 4.66 2.30

Prin�ng & sta�onary expenses 2.78 0.51

Membership and Subscrip�on Expenses 0.46 -

ROC Filing charges 0.12 3.73

Share issue expenses 4.77 -

So�ware license fees 2.36 -

Travelling Expenses 18.54 7.78

Office expenses 5.42 2.02

Auditors Remunera�on 5.00 5.00

Directors' Si�ng Fees 2.82 1.00

Clearing and Custodian Expenses 0.22 0.36

Repairs and maintenance 1.96 3.34

Bank charges 3.65 0.06

Miscellaneous Expenses 1.51 -

Total 495.19 114.11

Note: Payment to Auditors

Par�culars Year ended For the period from March 31, 2020 April 5, 2018 to March 31, 2019

Audit Fees 5.00 5.00

Total 5.00 5.00

43 44

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ǀ Financial Statememts ǀAnnual Report 2019-20

Note 22 Income tax asset

Par�culars At

March 31, 2020 March 31, 2019

Advance Payment of Taxes- TDS receivables 5.39 0.05

Advance payment of Income Tax 5.39 0.05

Tax expense:

Par�culars For the year/period ended on

March 31, 2020 March 31, 2019

(a) Profit & loss sec�on

Current income tax - -

Deferred tax - -

Income tax expense reported in the statement of profit or loss - -

(b) Other comprehensive income sec�on

Net loss on remeasurements of defined benefit plans- -

Income tax charged to OCI - -

Total Tax expense - -

(c) Reconcilia�on of tax expense and the accoun�ng profit mul�plied by March 31, 2020 March 31, 2019

India's domes�c tax rate for the year ended

Accoun�ng profit before income tax [A] (1,014.14) (279.72)

Statutory income tax rate 25.168% 25.168%

Tax at statutory income tax rate (255.24) (70.40)

Tax effects of :

Non recogni�on of deferred tax on unabsorbed deprecia�on, brought forward

losses and other �ming differences 255.24 70.40

Total tax expense / (benefit) reported in the statement of profit or loss - -

Effec�ve tax rate 0.00% 0.00%

Notes to the financial statements for the year ended March 31, 2020

(All amount are in ₹ lakhs , unless otherwise stated)

Notes to the financial statements for the year ended March 31, 2020

(All amount are in ₹ lakhs , unless otherwise stated)

Note 20. Finance costs

Par�culars Year ended For the period from March 31, 2020 April 5, 2018 to March 31, 2019

Other borrowing cost:

Interest on lease liabili�es 35.05 -

Other interest 0.02 0.05

Total 35.07 0.05

Note 21. Deprecia�on and amor�sa�on

Par�culars Year ended For the period from March 31, 2020 April 5, 2018 to March 31, 2019

Property plant and equipment 13.09 0.45

Right of Use Asset - Lease 54.71 4.56

Intangible assets 0.15 0.03

Total 67.95 5.04

Deferred tax relates to the following:

For the year ended 31 March 2020

Opening (charged) / Closing balance

Significant components of Deferred tax assets & (liabili�es) balance as at credited to as at 31 March

April 1, 2019 statement of 2020

profit or loss

Property, plant and equipment (0.31) 1.58 1.27

Right of use asset, Lease liability and Security deposit - Ind AS 116 (0.82) 6.33 5.51

Investments - Fair value through Profit & Loss (0.09) (1.94) (2.03)

Timing difference of disallowance made u/s 43B 3.49 (1.09) 2.40

Unabsorbed deprecia�on / business loss 66.88 249.12 316.00

Net deferred tax assets / (liabili�es) - - -

For the year ended 31 March 2019

Opening (charged) / Closing balance

balance as at credited to as at 31 March Significant components of Deferred tax assets & (liabili�es)

April 6, 2018 statement of 2019

profit or loss

Property, plant and equipment - (0.31) (0.31)

Right of use asset, Lease liability and Security deposit - Ind AS 116 - (0.82) (0.82)

Investments - Fair value through Profit & Loss - (0.09) (0.09)

Timing difference of disallowance made u/s 43B - 3.49 3.49

Unabsorbed deprecia�on / business loss - 66.88 66.88

Net deferred tax assets / (liabili�es) - - -

Deferred tax assets on carry forward unused tax losses have not been recognised on taxable temporary differences available in the absence of reasonable certainty of future taxable profits against which the carry forward unused tax losses can be u�lised.

Note 23. Disclosures for Employee Benefits

a. Defined benefit plan - gratuity

The Company has a defined benefit post employment gratuity plan. Every employee who has completed five years or

more of service gets a gratuity pay-out as per the Payment of Gratuity Act, 1972 subject to ceiling limit of ₹ 20 lakhs and

the said plan is unfunded.

The following table sets out the components of net gratuity benefit expense recognised in Statement of Profit and Loss

and the funded status and amounts recognised in the Balance Sheet for the respec�ve plans:

Par�culars For the year ended For the period from

March 31, 2020 April 5, 2018 to

March 31, 2019

i Expense recognized in Statement of Profit & Loss for the year

(included in Note 18 Employee Benefits Expense)

Service cost:

Current service cost 4.56 2.86

Net interest cost 0.97 0.67

Total Expense charged to Statement of Profit & loss 5.53 3.53

45 46

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ǀ Financial Statememts ǀAnnual Report 2019-20

Note 22 Income tax asset

Par�culars At

March 31, 2020 March 31, 2019

Advance Payment of Taxes- TDS receivables 5.39 0.05

Advance payment of Income Tax 5.39 0.05

Tax expense:

Par�culars For the year/period ended on

March 31, 2020 March 31, 2019

(a) Profit & loss sec�on

Current income tax - -

Deferred tax - -

Income tax expense reported in the statement of profit or loss - -

(b) Other comprehensive income sec�on

Net loss on remeasurements of defined benefit plans- -

Income tax charged to OCI - -

Total Tax expense - -

(c) Reconcilia�on of tax expense and the accoun�ng profit mul�plied by March 31, 2020 March 31, 2019

India's domes�c tax rate for the year ended

Accoun�ng profit before income tax [A] (1,014.14) (279.72)

Statutory income tax rate 25.168% 25.168%

Tax at statutory income tax rate (255.24) (70.40)

Tax effects of :

Non recogni�on of deferred tax on unabsorbed deprecia�on, brought forward

losses and other �ming differences 255.24 70.40

Total tax expense / (benefit) reported in the statement of profit or loss - -

Effec�ve tax rate 0.00% 0.00%

Notes to the financial statements for the year ended March 31, 2020

(All amount are in ₹ lakhs , unless otherwise stated)

Notes to the financial statements for the year ended March 31, 2020

(All amount are in ₹ lakhs , unless otherwise stated)

Note 20. Finance costs

Par�culars Year ended For the period from March 31, 2020 April 5, 2018 to March 31, 2019

Other borrowing cost:

Interest on lease liabili�es 35.05 -

Other interest 0.02 0.05

Total 35.07 0.05

Note 21. Deprecia�on and amor�sa�on

Par�culars Year ended For the period from March 31, 2020 April 5, 2018 to March 31, 2019

Property plant and equipment 13.09 0.45

Right of Use Asset - Lease 54.71 4.56

Intangible assets 0.15 0.03

Total 67.95 5.04

Deferred tax relates to the following:

For the year ended 31 March 2020

Opening (charged) / Closing balance

Significant components of Deferred tax assets & (liabili�es) balance as at credited to as at 31 March

April 1, 2019 statement of 2020

profit or loss

Property, plant and equipment (0.31) 1.58 1.27

Right of use asset, Lease liability and Security deposit - Ind AS 116 (0.82) 6.33 5.51

Investments - Fair value through Profit & Loss (0.09) (1.94) (2.03)

Timing difference of disallowance made u/s 43B 3.49 (1.09) 2.40

Unabsorbed deprecia�on / business loss 66.88 249.12 316.00

Net deferred tax assets / (liabili�es) - - -

For the year ended 31 March 2019

Opening (charged) / Closing balance

balance as at credited to as at 31 March Significant components of Deferred tax assets & (liabili�es)

April 6, 2018 statement of 2019

profit or loss

Property, plant and equipment - (0.31) (0.31)

Right of use asset, Lease liability and Security deposit - Ind AS 116 - (0.82) (0.82)

Investments - Fair value through Profit & Loss - (0.09) (0.09)

Timing difference of disallowance made u/s 43B - 3.49 3.49

Unabsorbed deprecia�on / business loss - 66.88 66.88

Net deferred tax assets / (liabili�es) - - -

Deferred tax assets on carry forward unused tax losses have not been recognised on taxable temporary differences available in the absence of reasonable certainty of future taxable profits against which the carry forward unused tax losses can be u�lised.

Note 23. Disclosures for Employee Benefits

a. Defined benefit plan - gratuity

The Company has a defined benefit post employment gratuity plan. Every employee who has completed five years or

more of service gets a gratuity pay-out as per the Payment of Gratuity Act, 1972 subject to ceiling limit of ₹ 20 lakhs and

the said plan is unfunded.

The following table sets out the components of net gratuity benefit expense recognised in Statement of Profit and Loss

and the funded status and amounts recognised in the Balance Sheet for the respec�ve plans:

Par�culars For the year ended For the period from

March 31, 2020 April 5, 2018 to

March 31, 2019

i Expense recognized in Statement of Profit & Loss for the year

(included in Note 18 Employee Benefits Expense)

Service cost:

Current service cost 4.56 2.86

Net interest cost 0.97 0.67

Total Expense charged to Statement of Profit & loss 5.53 3.53

45 46

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ǀ Financial Statememts ǀAnnual Report 2019-20

Par�culars For the year ended For the period from

March 31, 2020 April 5, 2018 to

March 31, 2019

ii Expense recognized in Other Comprehensive Income for the year

Components of actuarial losses / (gains) on obliga�ons

Due to changes in demographic assump�ons (1.19) -

Due to changes in financial assump�ons 0.48 -

Due to changes in experience adjustments (3.27) 0.99

Return on plan assets excluding amounts included in Interest income - -

Total Expense recognised in Other Comprehensive Income (3.98) 0.99

iii Reconcilia�on of defined benefit obliga�on

Opening Balance of defined benefit obliga�on 13.46 -

Current service cost 4.56 2.86

Interest cost 0.97 0.67

Actuarial loss / (gain) due to changes in assump�ons (3.98) 0.99

Transfer in/ (out) 0.02 8.94

Past service cost - -

Benefits paid (9.52) -

Closing Balance of defined benefit obliga�on as at March 31 5.51 13.46

iv Funded status as at March 31

Defined benefit obliga�on as at March 31 5.51 13.46

Fair value of plan assets as at March 31 - -

Deficit / (Surplus) of plan assets over obliga�on as at March 31 5.51 13.46

v The principal assump�ons used in determining above defined For the year ended For the period from benefit obliga�ons for the Company's plan are as under: March 31, 2020 April 5, 2018 to March 31, 2019 Discount Rate p.a. 6.10% 7.20%

Expected rate of increase in salary 10.00% 10.00%

Withdrawal rates 15.00% 10.00%

Mortality Rates Indian Assured Indian Assured

Lives Mortality Lives Mortality

(2012-14) ULT (2012-14) ULT

Expected average remaining working life 5 years 7 years

vi The defined benefit obliga�ons shall mature a�er year end 31st March, 2020 as follows:

Year ending March 31, Defined benefit obliga�on

2021 0.03

2022 to 2025 5.48

Notes to the financial statements for the year ended March 31, 2020

(All amount are in ₹ lakhs , unless otherwise stated)

Notes to the financial statements for the year ended March 31, 2020

(All amount are in ₹ lakhs , unless otherwise stated)

vii Sensi�vity analysis of impact on Defined benefit obliga�on (DBO) For the year ended For the period from

for changes in significant assump�ons is as under: March 31, 2020 April 5, 2018 to

March 31, 2019

Expected rate of increase in salary

100 basis point increase 0.48 1.18

100 basis point decrease (0.44) (1.06)

Discount Rate

100 basis point increase (0.45) (1.08)

100 basis point decrease 0.50 1.23

Withdrawal rate

100 basis point increase (0.03) (0.24)

100 basis point decrease 0.31 0.26

Mortality (increase in expected life)

increase in expected life by 1 year Negligible change Negligible change

increase in expected life by 3 years 0.01 0.01

Note: The sensi�vity is performed on the DBO at the respec�ve valua�on date by modifying one parameter whilst

retaining other parameters constant. There are no changes from the previous period to the methods and assump�ons

underlying the sensi�vity analyses.

b. Defined benefit plan - compensated absences

The provision made for compensated absences for the year was ₹ 0.69 lakhs (Previous period: ₹ 3.40 lakhs). The

outstanding liability for compensated absences was ₹ 4.09 lakhs (March 31, 2019: ₹ 3.40 lakhs)

c. Defined Contribu�on Plans

The Company makes contribu�on towards provident fund as defined contribu�on plans for qualifying employees.

Under the schemes, the Company is required to contribute a specified percentage of payroll costs to fund the benefits.

The Company has recognised provident fund contribu�on including administra�on charges of ₹ 16.93 lakhs (Previous

period: ₹ 4.09 lakhs) as expense in Note 18 under the head ‘Contribu�ons to Provident and Other Funds’.

Note 24. Compulsorily Conver�ble Debentures - CCDs

a) In March 2019, the Company had issued 10,000 Compulsorily Conver�ble Debentures of Face Value of ₹ 1,000/- with

coupon of 18% amoun�ng to ₹ 100.00 lakhs to Edelweiss Infrastructure Yield Plus. During the year, the Company further

issued 2,43,200 Compulsorily Conver�ble Debentures of Face Value of ₹ 1,000/- with coupon of 18% amoun�ng to

₹ 24,32.00 lakhs.

The Terms of Compulsory Conver�ble Debentures ("CCDs") are:

1. The CCDs are issued for the period of 10years commencing from the date of allotment.

2. At the op�on of the CCD holder at any point of �me a�er the period of 3 months from the date of allotment but before the

expiry of 10 years., each CCD of ₹ 1,000/- each shall be converted into such number of Equity Shares of ₹ 10/- each of the

Company at fair value as may be determined by a professional valuer in accordance with the latest audited financial

statement of the Company.

3. Interest not exceeding 18% per annum subject to maximum of Opera�ng Cash flow Surplus of the Company as allowed by

the senior lenders, if any, under financing documents and any limit prescribed by law.

4. The Interest shall be payable on semi-annual basis within 60 days from the end of the half financial year. In the event of

conversion of CCDs on or before the maturity date, the Interest for the period commencing from the beginning of the

half financial year �ll conversion date shall be payable within 60 days from the end of the half financial year in which

conversion took place.

The Company has considered the above CCDs aggrega�ng to ₹ 25,32.00 lakhs as instruments completely in equity in

nature on issuance date and disclosed as part of equity in the financial statements. (refer Note 12)

47 48

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ǀ Financial Statememts ǀAnnual Report 2019-20

Par�culars For the year ended For the period from

March 31, 2020 April 5, 2018 to

March 31, 2019

ii Expense recognized in Other Comprehensive Income for the year

Components of actuarial losses / (gains) on obliga�ons

Due to changes in demographic assump�ons (1.19) -

Due to changes in financial assump�ons 0.48 -

Due to changes in experience adjustments (3.27) 0.99

Return on plan assets excluding amounts included in Interest income - -

Total Expense recognised in Other Comprehensive Income (3.98) 0.99

iii Reconcilia�on of defined benefit obliga�on

Opening Balance of defined benefit obliga�on 13.46 -

Current service cost 4.56 2.86

Interest cost 0.97 0.67

Actuarial loss / (gain) due to changes in assump�ons (3.98) 0.99

Transfer in/ (out) 0.02 8.94

Past service cost - -

Benefits paid (9.52) -

Closing Balance of defined benefit obliga�on as at March 31 5.51 13.46

iv Funded status as at March 31

Defined benefit obliga�on as at March 31 5.51 13.46

Fair value of plan assets as at March 31 - -

Deficit / (Surplus) of plan assets over obliga�on as at March 31 5.51 13.46

v The principal assump�ons used in determining above defined For the year ended For the period from benefit obliga�ons for the Company's plan are as under: March 31, 2020 April 5, 2018 to March 31, 2019 Discount Rate p.a. 6.10% 7.20%

Expected rate of increase in salary 10.00% 10.00%

Withdrawal rates 15.00% 10.00%

Mortality Rates Indian Assured Indian Assured

Lives Mortality Lives Mortality

(2012-14) ULT (2012-14) ULT

Expected average remaining working life 5 years 7 years

vi The defined benefit obliga�ons shall mature a�er year end 31st March, 2020 as follows:

Year ending March 31, Defined benefit obliga�on

2021 0.03

2022 to 2025 5.48

Notes to the financial statements for the year ended March 31, 2020

(All amount are in ₹ lakhs , unless otherwise stated)

Notes to the financial statements for the year ended March 31, 2020

(All amount are in ₹ lakhs , unless otherwise stated)

vii Sensi�vity analysis of impact on Defined benefit obliga�on (DBO) For the year ended For the period from

for changes in significant assump�ons is as under: March 31, 2020 April 5, 2018 to

March 31, 2019

Expected rate of increase in salary

100 basis point increase 0.48 1.18

100 basis point decrease (0.44) (1.06)

Discount Rate

100 basis point increase (0.45) (1.08)

100 basis point decrease 0.50 1.23

Withdrawal rate

100 basis point increase (0.03) (0.24)

100 basis point decrease 0.31 0.26

Mortality (increase in expected life)

increase in expected life by 1 year Negligible change Negligible change

increase in expected life by 3 years 0.01 0.01

Note: The sensi�vity is performed on the DBO at the respec�ve valua�on date by modifying one parameter whilst

retaining other parameters constant. There are no changes from the previous period to the methods and assump�ons

underlying the sensi�vity analyses.

b. Defined benefit plan - compensated absences

The provision made for compensated absences for the year was ₹ 0.69 lakhs (Previous period: ₹ 3.40 lakhs). The

outstanding liability for compensated absences was ₹ 4.09 lakhs (March 31, 2019: ₹ 3.40 lakhs)

c. Defined Contribu�on Plans

The Company makes contribu�on towards provident fund as defined contribu�on plans for qualifying employees.

Under the schemes, the Company is required to contribute a specified percentage of payroll costs to fund the benefits.

The Company has recognised provident fund contribu�on including administra�on charges of ₹ 16.93 lakhs (Previous

period: ₹ 4.09 lakhs) as expense in Note 18 under the head ‘Contribu�ons to Provident and Other Funds’.

Note 24. Compulsorily Conver�ble Debentures - CCDs

a) In March 2019, the Company had issued 10,000 Compulsorily Conver�ble Debentures of Face Value of ₹ 1,000/- with

coupon of 18% amoun�ng to ₹ 100.00 lakhs to Edelweiss Infrastructure Yield Plus. During the year, the Company further

issued 2,43,200 Compulsorily Conver�ble Debentures of Face Value of ₹ 1,000/- with coupon of 18% amoun�ng to

₹ 24,32.00 lakhs.

The Terms of Compulsory Conver�ble Debentures ("CCDs") are:

1. The CCDs are issued for the period of 10years commencing from the date of allotment.

2. At the op�on of the CCD holder at any point of �me a�er the period of 3 months from the date of allotment but before the

expiry of 10 years., each CCD of ₹ 1,000/- each shall be converted into such number of Equity Shares of ₹ 10/- each of the

Company at fair value as may be determined by a professional valuer in accordance with the latest audited financial

statement of the Company.

3. Interest not exceeding 18% per annum subject to maximum of Opera�ng Cash flow Surplus of the Company as allowed by

the senior lenders, if any, under financing documents and any limit prescribed by law.

4. The Interest shall be payable on semi-annual basis within 60 days from the end of the half financial year. In the event of

conversion of CCDs on or before the maturity date, the Interest for the period commencing from the beginning of the

half financial year �ll conversion date shall be payable within 60 days from the end of the half financial year in which

conversion took place.

The Company has considered the above CCDs aggrega�ng to ₹ 25,32.00 lakhs as instruments completely in equity in

nature on issuance date and disclosed as part of equity in the financial statements. (refer Note 12)

47 48

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ǀ Financial Statememts ǀAnnual Report 2019-20

Note 25. Segmental informa�on

The Whole Time Director and CEO based on overall strategy and direc�ons approved by the Board of Directors of the

Company take decision in respect of alloca�on of resources and assesses the performance basis the reports/ informa�on

provided by func�onal heads and is thus considered to be Chief Opera�ng Decision Maker(CODM).

The Company is in the business of owning and opera�ng high quality assets across power, transmission, solar energy, wind

energy and similar segment of Power Sector. The Company's focus is on acquiring and managing the opera�ng assets in line

with best industry prac�ce across every aspect of the business with emphasis on highest standard of governance,

opera�onal excellence along with focus on health, safety and environment (refer note 1). Considering the nature of

Company’s business and opera�ons, there are no separate reportable segments (business and/ or geographical) in

accordance with the requirements of Ind AS 108 ‘Opera�ng Segments’ and hence, there are no addi�onal disclosures to be

provided other than those already provided in the financial statements.

Note 26. Con�ngent liabili�es and commitments

(to the extent not provided for)

(i) Con�ngent liabili�es

There are no con�ngent liabili�es as on March 31, 2020 (March 31, 2019: Nil)

(ii) Commitments:

Es�mated amount of contracts remaining to be executed on capital account and not provided for

There are no capital commitment (net of advances) as at March 31, 2020 (March 31, 2019: Nil) except disclosed elsewhere

in the notes.

Notes to the financial statements for the year ended March 31, 2020

(All amount are in ₹ lakhs , unless otherwise stated)

Notes to the financial statements for the year ended March 31, 2020

(All amount are in ₹ lakhs , unless otherwise stated)

Note 27. Earnings Per Share (EPS)

Par�culars For the year ended For the year ended

31st March, 2020 31st March, 2019

Profit/ (Loss) a�ributable to equity shareholders (in ₹ lakhs) (1,014.14) (279.72)

Weighted average number of equity shares outstanding (Nos. in lakhs):

for the calcula�on of Basic EPS 53,29,935 7,16,658

for the calcula�on of Diluted EPS* 53,29,935 7,16,658

Basic EPS (₹) (19.03) (39.03)

Diluted EPS* (₹) (19.03) (39.03)

Face value per Equity Share (₹) 10.00 10.00

*the effect of conversion of compulsorily conver�ble debenture has not been considered for the purpose of compu�ng

diluted EPS for the year ended March 31, 2020 and March 31, 2019 as the conversion price is not pre-determined and is

determinable at fair value at the �me of conversion and hence, the same has not been considered for the purpose of

compu�ng diluted EPS.

Due to an�-dilu�on, basic EPS and diluted EPS is same.

# Remunera�on includes variable and contractual bonus payable for the financial period/ year ended.* It also includes the remunera�on paid by the Company to the Whole-�me Director and CEO in the previous period which

was within the limits of Sec�on 197 read with clause (b)(I) of Sec�on III of Part II of Schedule V to the Act. Company having

existence within seven years from its date of incorpora�on.

Holding Enterprise Edelweiss Infrastructure Yield Plus

Fellow Subsidiary Sekura Energy Limited

Key management personnel Mr. Manish Chitkara, Whole - Time Director & CEO w.e.f. 23-10-2018

Mr. Sunil Mitra, Independent Director w.e.f. 19-11-2018

Mr. Shiva Kumar, Independent Director w.e.f. 19-11-2018

Mr. Hemant Daga, Non-Execu�ve Director w.e.f. 28-05-2019

(Nominee director of Holding Enterprise)

Mr. Vaibhav Doshi, CFO w.e.f. 28-05-2019

Mr. Krishna Parekh, Company Secretary w.e.f. 01-01-2020

Note 28. Related Party Disclosures

a) Names of related par�es and related party rela�onship

The names of related par�es where control exists and/or with whom transac�ons have taken place during the year

and descrip�on of rela�onship as iden�fied by the management are:

c) Details of outstanding balances:

Name of related party Outstanding balance as at March 31, 2020

Compulsory Conver�ble Trade receivables Trade payables

Debentures (CCDs)

Edelweiss Infrastructure Yield Plus 2,532.00 - -

Sekura Energy Limited - - (1.70)

Name of related party Outstanding balance as at March 31, 2019

Compulsory Conver�ble Trade receivables Trade payables Debentures (CCDs)

Edelweiss Infrastructure Yield Plus Fund 100.00 - -

Sekura Energy Limited - - (2.24)

Terms and condi�ons of transac�ons with related par�es:(1) Transac�on entered into with related party are made on terms equivalent to those that prevail in arm’s length

transac�ons. Outstanding balances at the year-end are unsecured and interest free and se�lement occurs in cash. There

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

b) Details of transac�ons during the year:

Name of Related Party Nature of transac�on For the year ended For the period ended March 31, 2020 March 31, 2019

Edelweiss Issue of equity share capital 500.00 225.00

Infrastructure Issue of Compulsorily Conver�ble Debentures (CCDs) 2,432.00 100.00

Yield Plus Reimbursement of Expenses 32.59 40.56

Sekura Energy Limited Reimbursement of expenses from 9.01 20.67

Reimbursement of Expenses to 6.56 22.91

Mr. Manish Chitkara Remunera�on#* 149.70 84.40

Mr. Vaibhav Doshi Remunera�on#* 41.99 -

Ms. Krishna Parekh Remunera�on#* 1.84 -

Mr. Manish Chitkara Reimbursement of expenses 0.00 0.24

Mr. Sunil Mitra Directors' si�ng fees 1.00 0.80

Mr. Shiva Kumar Directors' si�ng fees 1.82 0.20

49 50

Page 51: Annual Report 2019-20 Corporate Informaon

ǀ Financial Statememts ǀAnnual Report 2019-20

Note 25. Segmental informa�on

The Whole Time Director and CEO based on overall strategy and direc�ons approved by the Board of Directors of the

Company take decision in respect of alloca�on of resources and assesses the performance basis the reports/ informa�on

provided by func�onal heads and is thus considered to be Chief Opera�ng Decision Maker(CODM).

The Company is in the business of owning and opera�ng high quality assets across power, transmission, solar energy, wind

energy and similar segment of Power Sector. The Company's focus is on acquiring and managing the opera�ng assets in line

with best industry prac�ce across every aspect of the business with emphasis on highest standard of governance,

opera�onal excellence along with focus on health, safety and environment (refer note 1). Considering the nature of

Company’s business and opera�ons, there are no separate reportable segments (business and/ or geographical) in

accordance with the requirements of Ind AS 108 ‘Opera�ng Segments’ and hence, there are no addi�onal disclosures to be

provided other than those already provided in the financial statements.

Note 26. Con�ngent liabili�es and commitments

(to the extent not provided for)

(i) Con�ngent liabili�es

There are no con�ngent liabili�es as on March 31, 2020 (March 31, 2019: Nil)

(ii) Commitments:

Es�mated amount of contracts remaining to be executed on capital account and not provided for

There are no capital commitment (net of advances) as at March 31, 2020 (March 31, 2019: Nil) except disclosed elsewhere

in the notes.

Notes to the financial statements for the year ended March 31, 2020

(All amount are in ₹ lakhs , unless otherwise stated)

Notes to the financial statements for the year ended March 31, 2020

(All amount are in ₹ lakhs , unless otherwise stated)

Note 27. Earnings Per Share (EPS)

Par�culars For the year ended For the year ended

31st March, 2020 31st March, 2019

Profit/ (Loss) a�ributable to equity shareholders (in ₹ lakhs) (1,014.14) (279.72)

Weighted average number of equity shares outstanding (Nos. in lakhs):

for the calcula�on of Basic EPS 53,29,935 7,16,658

for the calcula�on of Diluted EPS* 53,29,935 7,16,658

Basic EPS (₹) (19.03) (39.03)

Diluted EPS* (₹) (19.03) (39.03)

Face value per Equity Share (₹) 10.00 10.00

*the effect of conversion of compulsorily conver�ble debenture has not been considered for the purpose of compu�ng

diluted EPS for the year ended March 31, 2020 and March 31, 2019 as the conversion price is not pre-determined and is

determinable at fair value at the �me of conversion and hence, the same has not been considered for the purpose of

compu�ng diluted EPS.

Due to an�-dilu�on, basic EPS and diluted EPS is same.

# Remunera�on includes variable and contractual bonus payable for the financial period/ year ended.* It also includes the remunera�on paid by the Company to the Whole-�me Director and CEO in the previous period which

was within the limits of Sec�on 197 read with clause (b)(I) of Sec�on III of Part II of Schedule V to the Act. Company having

existence within seven years from its date of incorpora�on.

Holding Enterprise Edelweiss Infrastructure Yield Plus

Fellow Subsidiary Sekura Energy Limited

Key management personnel Mr. Manish Chitkara, Whole - Time Director & CEO w.e.f. 23-10-2018

Mr. Sunil Mitra, Independent Director w.e.f. 19-11-2018

Mr. Shiva Kumar, Independent Director w.e.f. 19-11-2018

Mr. Hemant Daga, Non-Execu�ve Director w.e.f. 28-05-2019

(Nominee director of Holding Enterprise)

Mr. Vaibhav Doshi, CFO w.e.f. 28-05-2019

Mr. Krishna Parekh, Company Secretary w.e.f. 01-01-2020

Note 28. Related Party Disclosures

a) Names of related par�es and related party rela�onship

The names of related par�es where control exists and/or with whom transac�ons have taken place during the year

and descrip�on of rela�onship as iden�fied by the management are:

c) Details of outstanding balances:

Name of related party Outstanding balance as at March 31, 2020

Compulsory Conver�ble Trade receivables Trade payables

Debentures (CCDs)

Edelweiss Infrastructure Yield Plus 2,532.00 - -

Sekura Energy Limited - - (1.70)

Name of related party Outstanding balance as at March 31, 2019

Compulsory Conver�ble Trade receivables Trade payables Debentures (CCDs)

Edelweiss Infrastructure Yield Plus Fund 100.00 - -

Sekura Energy Limited - - (2.24)

Terms and condi�ons of transac�ons with related par�es:(1) Transac�on entered into with related party are made on terms equivalent to those that prevail in arm’s length

transac�ons. Outstanding balances at the year-end are unsecured and interest free and se�lement occurs in cash. There

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

b) Details of transac�ons during the year:

Name of Related Party Nature of transac�on For the year ended For the period ended March 31, 2020 March 31, 2019

Edelweiss Issue of equity share capital 500.00 225.00

Infrastructure Issue of Compulsorily Conver�ble Debentures (CCDs) 2,432.00 100.00

Yield Plus Reimbursement of Expenses 32.59 40.56

Sekura Energy Limited Reimbursement of expenses from 9.01 20.67

Reimbursement of Expenses to 6.56 22.91

Mr. Manish Chitkara Remunera�on#* 149.70 84.40

Mr. Vaibhav Doshi Remunera�on#* 41.99 -

Ms. Krishna Parekh Remunera�on#* 1.84 -

Mr. Manish Chitkara Reimbursement of expenses 0.00 0.24

Mr. Sunil Mitra Directors' si�ng fees 1.00 0.80

Mr. Shiva Kumar Directors' si�ng fees 1.82 0.20

49 50

Page 52: Annual Report 2019-20 Corporate Informaon

ǀ Financial Statememts ǀAnnual Report 2019-20

Notes to the financial statements for the year ended March 31, 2020

(All amount are in ₹ lakhs , unless otherwise stated)

Notes to the financial statements for the year ended March 31, 2020

(All amount are in ₹ lakhs , unless otherwise stated)

Note 29. Financial instruments – Fair values and risk management

Set out below, is a comparison by class of the carrying amounts and fair value of the financial instruments of the

company, other than those with carrying amounts that are reasonable approxima�ons of fair values:

Par�culars As at March 31, 2020 As at March 31, 2019 Carrying value Fair value Carrying value Fair value

Financial Assets

Measured at amor�zed cost:

Other financial assets (non-current) (refer Note (iii) below) 28.86 28.86 25.25 25.25

Cash and cash equivalent 12.61 12.61 25.35 25.35

Other bank balances 250.00 250.00 - -

Other financial assets (current) 1.04 1.04 2.50 2.50

Measured at fair value through profit or loss:

Investments in mutual funds (refer foot note (ii) below) 1,637.50 1,637.50 90.82 90.82

Financial liabili�es

Measured at amor�zed cost:

Trade payables 93.07 93.07 108.28 108.28

Other financial liabili�es (non-current) 174.64 174.64 214.70 214.70

Lease liabili�es (current) 40.05 40.05 32.94 32.94

Other financial liabili�es (current) 1.31 1.31 - -

The management of company assessed that cash and cash equivalents, trade payables, non-current financials assets and

current financial assets approximate their carrying amounts largely due to the short-term maturi�es of these instruments.

The following methods and assump�ons were used to es�mate the fair values:

(i) Carrying values of financial assets and liabili�es presented above represent amor�zed cost, which approximates to

the fair values of respec�ve financial assets and liabili�es.

(ii) Investments includes investment in mutual funds and are measured at Fair Value through Profit & Loss (FVTPL). The

NAV of mutual fund represent Level 2 category in the Fair Value Hierarchy. (For basis of categorisa�on - refer Note 2 (ix).

(iii) Other financial assets (non-current) includes security deposit which are measured at fair value on recogni�on date

and carried at amor�sed cost. The management doesn't expect any material change in the fair value of such security

deposit as at the balance sheet date.

Note 30. Financial Risk Management objec�ves and policies

The Company's principal financial liabili�es comprise borrowings and trade and other payables.

The main purpose of these financial liabili�es is to finance the Company's opera�ons and to support its opera�ons. The

Company's financial assets include trade receivables, other receivables and cash & cash equivalents that derive directly

from its opera�ons.

The Company is exposed to market risk, credit risk and liquidity risk. The Company's senior management supported by

project finance team oversees the management of these risks. The Company's senior management is governed by the

Treasury Policy approved by the Company's Board of Directors that advises on financial risks and the appropriate financial

risk governance framework for the Company. The senior management provides assurance to the Company's Board of

Directors that the Company's financial risk ac�vi�es are governed by appropriate policies and procedure and that financial

risks are iden�fied, measured and managed in accordance with the Company's policies and risk objec�ves. The Board of

Directors reviews and agrees policies for managing each risk, which are summarised as below.

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 3 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.

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 exchange rates. The Company is not exposed to foreign currency risk as there are no financial assets and liabili�es

denominated in foreign currency

Interest rate Risk :

Interest rate risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes

in market interest rates. The Company has no exposure to the interest risk as it has no borrowings as of the balance

sheet date.

Credit Risk

Credit risk is the risk that a counterparty will not meet its obliga�ons under a financial instrument or customer contract,

leading to a financial loss. The Company is exposed to credit risk from its opera�ng ac�vi�es and from its financing ac�vi�es

but this credit risk exposure is insignificant given the fact that substan�ally whole of the revenues are from group

companies.

Investments in SPVs and Trade & other receivables

The Company is exposed to customer credit risk within its group companies. Outstanding trade receivables are regularly

monitored. The Company does not hold collateral as security. The Company expects regular cash flow streams from

opera�ons and maintenance (O&M) fees, project management charges (PMC), interest on various financial investments in

project SPVs, reimbursement of expenses, returns from investments, etc.

Financial instruments and credit risk

Credit risk from balances with banks is managed by the senior management with the help of the Treasury Policy approved

by the Board of Directors of the Company. Investment limits and Counterparty credit limits are reviewed on an annual basis

by the Company, and is based on overall treasury policy. The limits are set to minimize the concentra�on of risks and

therefore mi�gate financial loss through counterparty's poten�al failure to make payments.

Note 31. Liquidity Risk

Liquidity risk is the risk that the Company will encounter in mee�ng the obliga�ons associated with its financial liabili�es

that are se�led by delivering cash or another financial asset. The approach of the Company to manage liquidity is to ensure,

as far as possible, that these will have sufficient liquidity to meet their respec�ve liabili�es when they are due, under both

normal and stressed condi�ons, without incurring unacceptable losses or risk damage to their reputa�on.

The financial liabili�es are typically denominated in the currency that matches the currency of the revenue expected to be

generated from opera�ons, thereby reducing currency risk.

51 52

Page 53: Annual Report 2019-20 Corporate Informaon

ǀ Financial Statememts ǀAnnual Report 2019-20

Notes to the financial statements for the year ended March 31, 2020

(All amount are in ₹ lakhs , unless otherwise stated)

Notes to the financial statements for the year ended March 31, 2020

(All amount are in ₹ lakhs , unless otherwise stated)

Note 29. Financial instruments – Fair values and risk management

Set out below, is a comparison by class of the carrying amounts and fair value of the financial instruments of the

company, other than those with carrying amounts that are reasonable approxima�ons of fair values:

Par�culars As at March 31, 2020 As at March 31, 2019 Carrying value Fair value Carrying value Fair value

Financial Assets

Measured at amor�zed cost:

Other financial assets (non-current) (refer Note (iii) below) 28.86 28.86 25.25 25.25

Cash and cash equivalent 12.61 12.61 25.35 25.35

Other bank balances 250.00 250.00 - -

Other financial assets (current) 1.04 1.04 2.50 2.50

Measured at fair value through profit or loss:

Investments in mutual funds (refer foot note (ii) below) 1,637.50 1,637.50 90.82 90.82

Financial liabili�es

Measured at amor�zed cost:

Trade payables 93.07 93.07 108.28 108.28

Other financial liabili�es (non-current) 174.64 174.64 214.70 214.70

Lease liabili�es (current) 40.05 40.05 32.94 32.94

Other financial liabili�es (current) 1.31 1.31 - -

The management of company assessed that cash and cash equivalents, trade payables, non-current financials assets and

current financial assets approximate their carrying amounts largely due to the short-term maturi�es of these instruments.

The following methods and assump�ons were used to es�mate the fair values:

(i) Carrying values of financial assets and liabili�es presented above represent amor�zed cost, which approximates to

the fair values of respec�ve financial assets and liabili�es.

(ii) Investments includes investment in mutual funds and are measured at Fair Value through Profit & Loss (FVTPL). The

NAV of mutual fund represent Level 2 category in the Fair Value Hierarchy. (For basis of categorisa�on - refer Note 2 (ix).

(iii) Other financial assets (non-current) includes security deposit which are measured at fair value on recogni�on date

and carried at amor�sed cost. The management doesn't expect any material change in the fair value of such security

deposit as at the balance sheet date.

Note 30. Financial Risk Management objec�ves and policies

The Company's principal financial liabili�es comprise borrowings and trade and other payables.

The main purpose of these financial liabili�es is to finance the Company's opera�ons and to support its opera�ons. The

Company's financial assets include trade receivables, other receivables and cash & cash equivalents that derive directly

from its opera�ons.

The Company is exposed to market risk, credit risk and liquidity risk. The Company's senior management supported by

project finance team oversees the management of these risks. The Company's senior management is governed by the

Treasury Policy approved by the Company's Board of Directors that advises on financial risks and the appropriate financial

risk governance framework for the Company. The senior management provides assurance to the Company's Board of

Directors that the Company's financial risk ac�vi�es are governed by appropriate policies and procedure and that financial

risks are iden�fied, measured and managed in accordance with the Company's policies and risk objec�ves. The Board of

Directors reviews and agrees policies for managing each risk, which are summarised as below.

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 3 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.

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 exchange rates. The Company is not exposed to foreign currency risk as there are no financial assets and liabili�es

denominated in foreign currency

Interest rate Risk :

Interest rate risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes

in market interest rates. The Company has no exposure to the interest risk as it has no borrowings as of the balance

sheet date.

Credit Risk

Credit risk is the risk that a counterparty will not meet its obliga�ons under a financial instrument or customer contract,

leading to a financial loss. The Company is exposed to credit risk from its opera�ng ac�vi�es and from its financing ac�vi�es

but this credit risk exposure is insignificant given the fact that substan�ally whole of the revenues are from group

companies.

Investments in SPVs and Trade & other receivables

The Company is exposed to customer credit risk within its group companies. Outstanding trade receivables are regularly

monitored. The Company does not hold collateral as security. The Company expects regular cash flow streams from

opera�ons and maintenance (O&M) fees, project management charges (PMC), interest on various financial investments in

project SPVs, reimbursement of expenses, returns from investments, etc.

Financial instruments and credit risk

Credit risk from balances with banks is managed by the senior management with the help of the Treasury Policy approved

by the Board of Directors of the Company. Investment limits and Counterparty credit limits are reviewed on an annual basis

by the Company, and is based on overall treasury policy. The limits are set to minimize the concentra�on of risks and

therefore mi�gate financial loss through counterparty's poten�al failure to make payments.

Note 31. Liquidity Risk

Liquidity risk is the risk that the Company will encounter in mee�ng the obliga�ons associated with its financial liabili�es

that are se�led by delivering cash or another financial asset. The approach of the Company to manage liquidity is to ensure,

as far as possible, that these will have sufficient liquidity to meet their respec�ve liabili�es when they are due, under both

normal and stressed condi�ons, without incurring unacceptable losses or risk damage to their reputa�on.

The financial liabili�es are typically denominated in the currency that matches the currency of the revenue expected to be

generated from opera�ons, thereby reducing currency risk.

51 52

Page 54: Annual Report 2019-20 Corporate Informaon

ǀ Financial Statememts ǀAnnual Report 2019-20

Year ended March 31, 2020 Less than 3 months 3 to 12 months 1 to 5 years Total

Trades and other payables

Trades payables 93.07 - - 93.07

Lease liabili�es (non-current) - - 174.64 174.64

Lease liabili�es (current) 9.32 30.73 40.05

Other financial liabili�es (current) 1.31 - - 1.31

The Company expect liabili�es with current maturi�es to be repaid from net cash provided by opera�ng ac�vi�es of the

en�ty to which the debt relates or through opportunis�c refinancing ac�vity or some combina�on thereof.

Year ended March 31, 2019 Less than 3 months 3 to 12 months 1 to 5 years Total

Trades and other payables

Trades payables 108.28 - - 108.28

Lease liabili�es (non-current) - - 214.70 214.70

Lease liabili�es (current) 7.24 25.70 - 32.94

Note 32. Capital management

For the purpose of the capital management, capital includes issued equity capital, compulsorily conver�ble debentures and

all other equity reserves a�ributable to the equity holders of the Company. The primary objec�ve of the Company’s capital

management is to ensure that it maintains a strong credit ra�ng and healthy capital ra�os in order to support its business

and maximise shareholder value.

The Company manage their capital structure and makes adjustments in light of changes in economic condi�ons 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. Receipt of cash at the Company may be in the form of equity injec�on, shareholder

advance, issuance of quasi equity instruments (compulsory conver�ble preference shares, compulsory conver�ble

debentures, nonconver�ble debentures, Inter corporate loan, etc.), which are broadly transac�on specific and regular cash

flow streams from opera�ons and maintenance (O&M) fees, project management charges (PMC), interest on various

financial investments in project SPVs, reimbursement of expenses, returns from investments, etc. The Company, however,

due to the regulatory and contractual restric�ons, may not be able to freely distribute or repatriate the surplus cash to the

Shareholders and thus accumulate surplus cash in excess of opera�onal requirement and to fulfil the cash reserve

requirements under the project financing agreements.

The Company is not subject to externally imposed capital requirements as no funds are borrowed from external par�es

except issue of compulsorily conver�ble debentures to the holding enterprise.

No changes were made in the objec�ves, policies or processes for managing capital during the year ended March 31, 2020.

The table below summarizes the maturity profile of financial liabili�es of the Company based on contractual undiscounted

payments:

Notes to the financial statements for the year ended March 31, 2020

(All amount are in ₹ lakhs , unless otherwise stated)

Notes to the financial statements for the year ended March 31, 2020

(All amount are in ₹ lakhs , unless otherwise stated)

Note 33. Transi�on to Ind AS

I. First �me adop�on of Ind AS

These financial statements, for the year ended March 31, 2020, are the first financial statements the company has

prepared in accordance with Ind-AS. From the date of the Company's incorpora�on April 5, 2018 up to March 31, 2019, the

company prepared its financial statements in accordance with accoun�ng standards no�fied under sec�on 133 of the

Companies Act 2013, read together with Rule 7 of the Companies (Accounts) Rules, 2014 and other relevant provisions of

Companies Act, 2013 (Indian GAAP).

The accoun�ng policies set out in note 2 have been applied in preparing the financial statements for the year ended March

31, 2020, the compara�ve informa�on presented in these financial statements for the period star�ng from April 5, 2018 to

March 31, 2019. Transi�on date being its incorpora�on date viz. April 5, 2018.

An explana�on of how the transi�on from IGAAP to Ind AS has affected our financial performance, cash flows and financial

posi�on is set out in the following tables and the notes that accompany the tables.

II. Exemp�ons from retrospec�ve applica�on and Excep�ons from full retrospec�ve applica�on:

Ind AS 101 allows first-�me adopters certain exemp�ons from the retrospec�ve applica�on of certain requirements under

Ind AS on the transi�on date. Since, the Company's transi�on date was its incorpora�on date i.e. April 5, 2018, the

applica�on of Ind AS 101 did not arise.

However, as required under Ind AS 101, the Company has made disclosures pertaining to the end of the latest period

presented in the Company's most recent annual financial statements in accordance with the previous GAAP. (refer 2.1 of

notes to these first Ind AS financial statements)

III. Reconcilia�ons under Ind AS 101

(a) Effect of Ind AS adop�on on the balance sheet as at March 31, 2019

Par�culars Note Amount as per Effects of Amount as No. IGAAP transi�on to per Ind AS Ind AS

ASSETS

Non-current assets

Property, Plant and Equipment 14.06 - 14.06

Intangible assets 0.24 - 0.24

ROU of Leased premises (ii) - 268.99 268.99

Financial assets

Other financial assets (ii) 50.57 (25.32) 25.25

Income tax assets (net) 0.05 - 0.05

Total non current assets 64.92 243.67 308.59

Current Assets

Financial Assets

Cash and cash equivalents 25.35 - 25.35

Investments (i) 90.47 0.35 90.82

Other financial assets 2.50 - 2.50

Other current assets 13.53 - 13.53

Total current assets 131.85 0.35 132.20

53 54

Page 55: Annual Report 2019-20 Corporate Informaon

ǀ Financial Statememts ǀAnnual Report 2019-20

Year ended March 31, 2020 Less than 3 months 3 to 12 months 1 to 5 years Total

Trades and other payables

Trades payables 93.07 - - 93.07

Lease liabili�es (non-current) - - 174.64 174.64

Lease liabili�es (current) 9.32 30.73 40.05

Other financial liabili�es (current) 1.31 - - 1.31

The Company expect liabili�es with current maturi�es to be repaid from net cash provided by opera�ng ac�vi�es of the

en�ty to which the debt relates or through opportunis�c refinancing ac�vity or some combina�on thereof.

Year ended March 31, 2019 Less than 3 months 3 to 12 months 1 to 5 years Total

Trades and other payables

Trades payables 108.28 - - 108.28

Lease liabili�es (non-current) - - 214.70 214.70

Lease liabili�es (current) 7.24 25.70 - 32.94

Note 32. Capital management

For the purpose of the capital management, capital includes issued equity capital, compulsorily conver�ble debentures and

all other equity reserves a�ributable to the equity holders of the Company. The primary objec�ve of the Company’s capital

management is to ensure that it maintains a strong credit ra�ng and healthy capital ra�os in order to support its business

and maximise shareholder value.

The Company manage their capital structure and makes adjustments in light of changes in economic condi�ons 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. Receipt of cash at the Company may be in the form of equity injec�on, shareholder

advance, issuance of quasi equity instruments (compulsory conver�ble preference shares, compulsory conver�ble

debentures, nonconver�ble debentures, Inter corporate loan, etc.), which are broadly transac�on specific and regular cash

flow streams from opera�ons and maintenance (O&M) fees, project management charges (PMC), interest on various

financial investments in project SPVs, reimbursement of expenses, returns from investments, etc. The Company, however,

due to the regulatory and contractual restric�ons, may not be able to freely distribute or repatriate the surplus cash to the

Shareholders and thus accumulate surplus cash in excess of opera�onal requirement and to fulfil the cash reserve

requirements under the project financing agreements.

The Company is not subject to externally imposed capital requirements as no funds are borrowed from external par�es

except issue of compulsorily conver�ble debentures to the holding enterprise.

No changes were made in the objec�ves, policies or processes for managing capital during the year ended March 31, 2020.

The table below summarizes the maturity profile of financial liabili�es of the Company based on contractual undiscounted

payments:

Notes to the financial statements for the year ended March 31, 2020

(All amount are in ₹ lakhs , unless otherwise stated)

Notes to the financial statements for the year ended March 31, 2020

(All amount are in ₹ lakhs , unless otherwise stated)

Note 33. Transi�on to Ind AS

I. First �me adop�on of Ind AS

These financial statements, for the year ended March 31, 2020, are the first financial statements the company has

prepared in accordance with Ind-AS. From the date of the Company's incorpora�on April 5, 2018 up to March 31, 2019, the

company prepared its financial statements in accordance with accoun�ng standards no�fied under sec�on 133 of the

Companies Act 2013, read together with Rule 7 of the Companies (Accounts) Rules, 2014 and other relevant provisions of

Companies Act, 2013 (Indian GAAP).

The accoun�ng policies set out in note 2 have been applied in preparing the financial statements for the year ended March

31, 2020, the compara�ve informa�on presented in these financial statements for the period star�ng from April 5, 2018 to

March 31, 2019. Transi�on date being its incorpora�on date viz. April 5, 2018.

An explana�on of how the transi�on from IGAAP to Ind AS has affected our financial performance, cash flows and financial

posi�on is set out in the following tables and the notes that accompany the tables.

II. Exemp�ons from retrospec�ve applica�on and Excep�ons from full retrospec�ve applica�on:

Ind AS 101 allows first-�me adopters certain exemp�ons from the retrospec�ve applica�on of certain requirements under

Ind AS on the transi�on date. Since, the Company's transi�on date was its incorpora�on date i.e. April 5, 2018, the

applica�on of Ind AS 101 did not arise.

However, as required under Ind AS 101, the Company has made disclosures pertaining to the end of the latest period

presented in the Company's most recent annual financial statements in accordance with the previous GAAP. (refer 2.1 of

notes to these first Ind AS financial statements)

III. Reconcilia�ons under Ind AS 101

(a) Effect of Ind AS adop�on on the balance sheet as at March 31, 2019

Par�culars Note Amount as per Effects of Amount as No. IGAAP transi�on to per Ind AS Ind AS

ASSETS

Non-current assets

Property, Plant and Equipment 14.06 - 14.06

Intangible assets 0.24 - 0.24

ROU of Leased premises (ii) - 268.99 268.99

Financial assets

Other financial assets (ii) 50.57 (25.32) 25.25

Income tax assets (net) 0.05 - 0.05

Total non current assets 64.92 243.67 308.59

Current Assets

Financial Assets

Cash and cash equivalents 25.35 - 25.35

Investments (i) 90.47 0.35 90.82

Other financial assets 2.50 - 2.50

Other current assets 13.53 - 13.53

Total current assets 131.85 0.35 132.20

53 54

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ǀ Financial Statememts ǀAnnual Report 2019-20

Par�culars Note Amount as per Effects of Amount as No. IGAAP transi�on to per Ind AS Ind AS

TOTAL ASSETS 196.77 244.02 440.79

EQUITY AND LIABILITIES

Equity

Equity share capital 225.00 - 225.00

Instrument considered en�rely as Equity - (iii) - 100.00 100.00

Compulsorily Conver�ble Debentures (CCDs)

Other equity (284.32) 3.61 (280.71)

Total equity (59.32) 103.61 44.29

Non current liabili�es

Borrowings (iii) 100.00 (100.00) -

Lease liability (ii) - 214.70 214.70

Provisions 15.85 - 15.85

Total non current liabili�es 115.85 114.70 230.55

Current liabili�es

Financial liabili�es

Trade payables 108.28 - 108.28

Lease liability (ii) - 32.94 32.94

Short term provisions .01 - 1.01

Other current liabili�es 30.95 (7.23) 23.72

Total current liabili�es 140.24 25.71 165.95

Total liabili�es 256.09 140.41 396.50

Total Equity and Liabili�es 196.77 244.02 440.79

TRUE TRUE TRUE

(b) Effect of Ind AS adop�on on the statement of profit and loss for the period star�ng from April 5, 2018 to year ended

March 31, 2019

Notes to the financial statements for the year ended March 31, 2020

(All amount are in ₹ lakhs , unless otherwise stated)

Notes to the financial statements for the year ended March 31, 2020

(All amount are in ₹ lakhs , unless otherwise stated)

Par�culars Note Amount as per Effects of Amount as No. IGAAP transi�on to per Ind AS Ind AS )

V. Profit/(loss) before Excep�onal Items and Tax (III - IV) (284.32) 4.60 (279.72)

VI. Excep�onal Items - - -

VII. Profit before Tax (V - VI) (284.32) 4.60 (279.72)

Tax expense:

(i) Current tax - - -

(ii) Deferred tax - - -

IX. Profit/(loss) for the period (VII- VIII) (284.32) 4.60 (279.72)

X. Other comprehensive income

Items that will not be reclassified to profit or loss

Remeasurement loss on defined benefit plans (iv) - (0.99) (0.99)

- (0.99) (0.99)

XI. Total comprehensive income for the period (IX+ X) (284.32) 3.61 (280.71)

(c) Reconcilia�on of total equity as at March 31, 2019:

Par�culars Refer Note As at March below 31, 2019

Balance of equity as per previous GAAP (59.32)

Fair value of investments (i) 0.35

Deprecia�on on ROU of assets - Ind AS 116 accoun�ng (ii) (4.56)

Interest income - Ind AS 116 accoun�ng (ii) 0.59

Reversal of lease rent expense - Ind AS 116 accoun�ng (ii) 7.23

Instrument considered en�rely as Equity - Compulsorily Conver�ble Debentures (CCDs) (iii) 100.00

Increase/(decrease) in equity 103.61

Closing balance of equity under Ind AS 44.29

Par�culars Note Amount as per Effects of Amount as No. IGAAP transi�on to per Ind AS Ind AS

Revenue

I. Revenue from Opera�ons - - -

II. Other income (i) 0.96 0.94 1.90

III. Total Income (I+II) 0.96 0.94 1.90

IV. Expenses

Employee Benefits Expenses (iv) 163.41 (0.99) 162.42

Finance costs 0.05 - 0.05

Deprecia�on and Amor�za�on Expenses (ii) 0.48 4.56 5.04

Other Expenses (ii) 121.34 (7.23) 114.11

Total Expenses (IV) 285.28 (3.66) 281.62

55 56

Par�culars Note Amount as per Effects of Amount as No. IGAAP transi�on to per Ind AS Ind AS )

VIII. Tax expense:

(i) Current tax - - -

(ii) Deferred tax - - -

IX. Profit/(loss) for the period (VII- VIII) (284.32) 4.60 (279.72)

X. Other comprehensive income

Items that will not be reclassified to profit or loss

Remeasurement loss on defined benefit plans (iv) - (0.99) (0.99)

- (0.99 (0.99)

XI. Total comprehensive income for the period (IX+ X) (284.32) 3.61 (280.71)

(c) Reconcilia�on of total equity as at March 31, 2019:

Par�culars Refer Note As at March below 31, 2019

Balance of equity as per previous GAAP (59.32)

Fair value of investments (i) 0.35

Deprecia�on on ROU of assets - Ind AS 116 accoun�ng (ii) (4.56)

Interest income - Ind AS 116 accoun�ng (ii) 0.59

Reversal of lease rent expense - Ind AS 116 accoun�ng (ii) 7.23

Instrument considered en�rely as Equity - Compulsorily Conver�ble Debentures (CCDs) (iii) 100.00

Increase/(decrease) in equity 103.61

Closing balance of equity under Ind AS 44.29

Notes to the reconcilia�on:

(i) Investments - mark to market

Indian GAAP requires current investments to be marked to market at the year end and account for loss but ignore any

profit whereas under Ind AS even profit is also accounted.

(ii) Premises taken on Leases - Ind AS 116 applica�on to specified asset

Unlike Indian GAAP where in the lease rentals are charged off, under Ind AS 116 if the lease fulfils the condi�ons laid

down then it is required to be accounted as the finance lease, whereby Right of Use of Asset is created with the lease

liability towards the same based on present value of minimum lease payments and interest free security deposit.

(iii) Instrument considered en�rely as Equity - Compulsorily Conver�ble Debentures (CCDs)

The Company has issued Fully Compulsorily conver�ble Debentures and the same is accounted as liability under

Previous GAAP whereas under Ind AS, it is considered as equity as per the terms of issuance of debentures.

(iv) Remeasurement of defined benefit plan - Gratuity:

In the financial statements prepared under Previous GAAP, remeasurement benefit of defined plan (gratuity), arising

primarily due to change in actuarial assump�ons was recognised as employee benefits expense in the Statement of

Profit and Loss. Under Ind AS, such remeasurement benefits rela�ng to defined benefit plan is recognised in OCI as per

the requirements of Ind AS 19- Employee benefits. Consequently, the related tax effect of the same has also been

recognised in OCI.

(d) There were no significant reconcilia�on items between cash flows prepared under India GAAP and those

prepared under Ind AS.

Par�culars Note Amount as per Effects of Amount as No. IGAAP transi�on to per Ind AS Ind AS

TOTAL ASSETS 196.77 244.02 440.79

EQUITY AND LIABILITIES

Equity

Equity share capital 225.00 - 225.00

Instrument considered en�rely as Equity - (iii) - 100.00 100.00

Compulsorily Conver�ble Debentures (CCDs)

Other equity (284.32) 3.61 (280.71)

Total equity (59.32) 103.61 44.29

Non current liabili�es

Borrowings (iii) 100.00 (100.00) -

Lease liability (ii) - 214.70 214.70

Provisions 15.85 - 15.85

Total non current liabili�es 115.85 114.70 230.55

Current liabili�es

Financial liabili�es

Trade payables 108.28 - 108.28

Lease liability (ii) - 32.94 32.94

Short term provisions .01 - 1.01

Other current liabili�es 30.95 (7.23) 23.72

Total current liabili�es 140.24 25.71 165.95

Total liabili�es 256.09 140.41 396.50

Total Equity and Liabili�es 196.77 244.02 440.79

TRUE TRUE TRUE

Par�culars Note Amount as per Effects of Amount as No. IGAAP transi�on to per Ind AS Ind AS

Revenue

I. Revenue from Opera�ons - - -

II. Other income (i) 0.96 0.94 1.90

III. Total Income (I+II) 0.96 0.94 1.90

IV. Expenses

Employee Benefits Expenses (iv) 163.41 (0.99) 162.42

Finance costs 0.05 - 0.05

Deprecia�on and Amor�za�on Expenses (ii) 0.48 4.56 5.04

Other Expenses (ii) 121.34 (7.23) 114.11

Total Expenses (IV) 285.28 (3.66) 281.62

V. Profit/(loss) before Excep�onal Items and Tax (III - IV) (284.32) 4.60 (279.72)

VI. Excep�onal Items - - -

VII. Profit before Tax (V - VI) (284.32) 4.60 (279.72)

(b) Effect of Ind AS adop�on on the statement of profit and loss for the period star�ng from April 5, 2018 to year ended

March 31,

Notes to the financial statements for the year ended March 31, 2020

(All amount are in ₹ lakhs , unless otherwise stated)

Notes to the financial statements for the year ended March 31, 2020

(All amount are in ₹ lakhs , unless otherwise stated)

Page 57: Annual Report 2019-20 Corporate Informaon

ǀ Financial Statememts ǀAnnual Report 2019-20

Par�culars Note Amount as per Effects of Amount as No. IGAAP transi�on to per Ind AS Ind AS

TOTAL ASSETS 196.77 244.02 440.79

EQUITY AND LIABILITIES

Equity

Equity share capital 225.00 - 225.00

Instrument considered en�rely as Equity - (iii) - 100.00 100.00

Compulsorily Conver�ble Debentures (CCDs)

Other equity (284.32) 3.61 (280.71)

Total equity (59.32) 103.61 44.29

Non current liabili�es

Borrowings (iii) 100.00 (100.00) -

Lease liability (ii) - 214.70 214.70

Provisions 15.85 - 15.85

Total non current liabili�es 115.85 114.70 230.55

Current liabili�es

Financial liabili�es

Trade payables 108.28 - 108.28

Lease liability (ii) - 32.94 32.94

Short term provisions .01 - 1.01

Other current liabili�es 30.95 (7.23) 23.72

Total current liabili�es 140.24 25.71 165.95

Total liabili�es 256.09 140.41 396.50

Total Equity and Liabili�es 196.77 244.02 440.79

TRUE TRUE TRUE

(b) Effect of Ind AS adop�on on the statement of profit and loss for the period star�ng from April 5, 2018 to year ended

March 31, 2019

Notes to the financial statements for the year ended March 31, 2020

(All amount are in ₹ lakhs , unless otherwise stated)

Notes to the financial statements for the year ended March 31, 2020

(All amount are in ₹ lakhs , unless otherwise stated)

Par�culars Note Amount as per Effects of Amount as No. IGAAP transi�on to per Ind AS Ind AS )

V. Profit/(loss) before Excep�onal Items and Tax (III - IV) (284.32) 4.60 (279.72)

VI. Excep�onal Items - - -

VII. Profit before Tax (V - VI) (284.32) 4.60 (279.72)

Tax expense:

(i) Current tax - - -

(ii) Deferred tax - - -

IX. Profit/(loss) for the period (VII- VIII) (284.32) 4.60 (279.72)

X. Other comprehensive income

Items that will not be reclassified to profit or loss

Remeasurement loss on defined benefit plans (iv) - (0.99) (0.99)

- (0.99) (0.99)

XI. Total comprehensive income for the period (IX+ X) (284.32) 3.61 (280.71)

(c) Reconcilia�on of total equity as at March 31, 2019:

Par�culars Refer Note As at March below 31, 2019

Balance of equity as per previous GAAP (59.32)

Fair value of investments (i) 0.35

Deprecia�on on ROU of assets - Ind AS 116 accoun�ng (ii) (4.56)

Interest income - Ind AS 116 accoun�ng (ii) 0.59

Reversal of lease rent expense - Ind AS 116 accoun�ng (ii) 7.23

Instrument considered en�rely as Equity - Compulsorily Conver�ble Debentures (CCDs) (iii) 100.00

Increase/(decrease) in equity 103.61

Closing balance of equity under Ind AS 44.29

Par�culars Note Amount as per Effects of Amount as No. IGAAP transi�on to per Ind AS Ind AS

Revenue

I. Revenue from Opera�ons - - -

II. Other income (i) 0.96 0.94 1.90

III. Total Income (I+II) 0.96 0.94 1.90

IV. Expenses

Employee Benefits Expenses (iv) 163.41 (0.99) 162.42

Finance costs 0.05 - 0.05

Deprecia�on and Amor�za�on Expenses (ii) 0.48 4.56 5.04

Other Expenses (ii) 121.34 (7.23) 114.11

Total Expenses (IV) 285.28 (3.66) 281.62

55 56

Par�culars Note Amount as per Effects of Amount as No. IGAAP transi�on to per Ind AS Ind AS )

VIII. Tax expense:

(i) Current tax - - -

(ii) Deferred tax - - -

IX. Profit/(loss) for the period (VII- VIII) (284.32) 4.60 (279.72)

X. Other comprehensive income

Items that will not be reclassified to profit or loss

Remeasurement loss on defined benefit plans (iv) - (0.99) (0.99)

- (0.99 (0.99)

XI. Total comprehensive income for the period (IX+ X) (284.32) 3.61 (280.71)

(c) Reconcilia�on of total equity as at March 31, 2019:

Par�culars Refer Note As at March below 31, 2019

Balance of equity as per previous GAAP (59.32)

Fair value of investments (i) 0.35

Deprecia�on on ROU of assets - Ind AS 116 accoun�ng (ii) (4.56)

Interest income - Ind AS 116 accoun�ng (ii) 0.59

Reversal of lease rent expense - Ind AS 116 accoun�ng (ii) 7.23

Instrument considered en�rely as Equity - Compulsorily Conver�ble Debentures (CCDs) (iii) 100.00

Increase/(decrease) in equity 103.61

Closing balance of equity under Ind AS 44.29

Notes to the reconcilia�on:

(i) Investments - mark to market

Indian GAAP requires current investments to be marked to market at the year end and account for loss but ignore any

profit whereas under Ind AS even profit is also accounted.

(ii) Premises taken on Leases - Ind AS 116 applica�on to specified asset

Unlike Indian GAAP where in the lease rentals are charged off, under Ind AS 116 if the lease fulfils the condi�ons laid

down then it is required to be accounted as the finance lease, whereby Right of Use of Asset is created with the lease

liability towards the same based on present value of minimum lease payments and interest free security deposit.

(iii) Instrument considered en�rely as Equity - Compulsorily Conver�ble Debentures (CCDs)

The Company has issued Fully Compulsorily conver�ble Debentures and the same is accounted as liability under

Previous GAAP whereas under Ind AS, it is considered as equity as per the terms of issuance of debentures.

(iv) Remeasurement of defined benefit plan - Gratuity:

In the financial statements prepared under Previous GAAP, remeasurement benefit of defined plan (gratuity), arising

primarily due to change in actuarial assump�ons was recognised as employee benefits expense in the Statement of

Profit and Loss. Under Ind AS, such remeasurement benefits rela�ng to defined benefit plan is recognised in OCI as per

the requirements of Ind AS 19- Employee benefits. Consequently, the related tax effect of the same has also been

recognised in OCI.

(d) There were no significant reconcilia�on items between cash flows prepared under India GAAP and those

prepared under Ind AS.

Par�culars Note Amount as per Effects of Amount as No. IGAAP transi�on to per Ind AS Ind AS

TOTAL ASSETS 196.77 244.02 440.79

EQUITY AND LIABILITIES

Equity

Equity share capital 225.00 - 225.00

Instrument considered en�rely as Equity - (iii) - 100.00 100.00

Compulsorily Conver�ble Debentures (CCDs)

Other equity (284.32) 3.61 (280.71)

Total equity (59.32) 103.61 44.29

Non current liabili�es

Borrowings (iii) 100.00 (100.00) -

Lease liability (ii) - 214.70 214.70

Provisions 15.85 - 15.85

Total non current liabili�es 115.85 114.70 230.55

Current liabili�es

Financial liabili�es

Trade payables 108.28 - 108.28

Lease liability (ii) - 32.94 32.94

Short term provisions .01 - 1.01

Other current liabili�es 30.95 (7.23) 23.72

Total current liabili�es 140.24 25.71 165.95

Total liabili�es 256.09 140.41 396.50

Total Equity and Liabili�es 196.77 244.02 440.79

TRUE TRUE TRUE

Par�culars Note Amount as per Effects of Amount as No. IGAAP transi�on to per Ind AS Ind AS

Revenue

I. Revenue from Opera�ons - - -

II. Other income (i) 0.96 0.94 1.90

III. Total Income (I+II) 0.96 0.94 1.90

IV. Expenses

Employee Benefits Expenses (iv) 163.41 (0.99) 162.42

Finance costs 0.05 - 0.05

Deprecia�on and Amor�za�on Expenses (ii) 0.48 4.56 5.04

Other Expenses (ii) 121.34 (7.23) 114.11

Total Expenses (IV) 285.28 (3.66) 281.62

V. Profit/(loss) before Excep�onal Items and Tax (III - IV) (284.32) 4.60 (279.72)

VI. Excep�onal Items - - -

VII. Profit before Tax (V - VI) (284.32) 4.60 (279.72)

(b) Effect of Ind AS adop�on on the statement of profit and loss for the period star�ng from April 5, 2018 to year ended

March 31,

Notes to the financial statements for the year ended March 31, 2020

(All amount are in ₹ lakhs , unless otherwise stated)

Notes to the financial statements for the year ended March 31, 2020

(All amount are in ₹ lakhs , unless otherwise stated)

Page 58: Annual Report 2019-20 Corporate Informaon

ǀ Financial Statememts ǀAnnual Report 2019-20

Notes to the financial statements for the year ended March 31, 2020

(All amount are in ₹ lakhs , unless otherwise stated)

Notes to the reconcilia�on:

(i) Investments - mark to market

Indian GAAP requires current investments to be marked to market at the year end and account for loss but ignore any

profit whereas under Ind AS even profit is also accounted.

(ii) Premises taken on Leases - Ind AS 116 applica�on to specified asset

Unlike Indian GAAP where in the lease rentals are charged off, under Ind AS 116 if the lease fulfils the condi�ons laid

down then it is required to be accounted as the finance lease, whereby Right of Use of Asset is created with the lease

liability towards the same based on present value of minimum lease payments and interest free security deposit.

(iii) Instrument considered en�rely as Equity - Compulsorily Conver�ble Debentures (CCDs)

The Company has issued Fully Compulsorily conver�ble Debentures and the same is accounted as liability under

Previous GAAP whereas under Ind AS, it is considered as equity as per the terms of issuance of debentures.

(iv) Remeasurement of defined benefit plan - Gratuity:

In the financial statements prepared under Previous GAAP, remeasurement benefit of defined plan (gratuity), arising

primarily due to change in actuarial assump�ons was recognised as employee benefits expense in the Statement of

Profit and Loss. Under Ind AS, such remeasurement benefits rela�ng to defined benefit plan is recognised in OCI as per

the requirements of Ind AS 19- Employee benefits. Consequently, the related tax effect of the same has also been

recognised in OCI.

(d) There were no significant reconcilia�on items between cash flows prepared under India GAAP and those

prepared under Ind AS.

Note 34: Disclosure of COVID-19 on opera�ons:

The outbreak of Covid 19 pandemic globally including in India has led to a na�onwide lockdown. The Company’s

ini�al assessment of impact of Covid 19 on its opera�on and financial results is expected to be minimal. The

Company has a comfortable liquidity posi�on and does not an�cipate any material financial or opera�onal

issues in the short term as well as on a long term basis.

Note 35: The Company is yet to receive balance confirma�ons in respect of certain financial assets and financial liabili�es.

The Management does not expect any material difference affec�ng the current year’s financial statements due

to the same.

Note 36: The previous period's figures have been re-grouped/re-classified wherever required to confirm to current year's

classifica�on.

Note 37: Approval of financial statements:

The financial statements were approved for issue by the Board of Directors on July 30, 2020.

The notes referred to above form an integral part of the financial statements.

For and on behalf of the Board of Directors.

Manish Chitkara Hemant Daga

Whole - Time Director & CEO Director

DIN - 07746947 DIN - 07783248

Vaibhav Doshi Krishna Parekh

Chief Financial Officer Company Secretary

Membership No- 33670

Place : MUMBAI

Date: July 30, 2020

Notes to the financial statements for the year ended March 31, 2020

(All amount are in ₹ lakhs , unless otherwise stated)

57 58

Page 59: Annual Report 2019-20 Corporate Informaon

ǀ Financial Statememts ǀAnnual Report 2019-20

Notes to the financial statements for the year ended March 31, 2020

(All amount are in ₹ lakhs , unless otherwise stated)

Notes to the reconcilia�on:

(i) Investments - mark to market

Indian GAAP requires current investments to be marked to market at the year end and account for loss but ignore any

profit whereas under Ind AS even profit is also accounted.

(ii) Premises taken on Leases - Ind AS 116 applica�on to specified asset

Unlike Indian GAAP where in the lease rentals are charged off, under Ind AS 116 if the lease fulfils the condi�ons laid

down then it is required to be accounted as the finance lease, whereby Right of Use of Asset is created with the lease

liability towards the same based on present value of minimum lease payments and interest free security deposit.

(iii) Instrument considered en�rely as Equity - Compulsorily Conver�ble Debentures (CCDs)

The Company has issued Fully Compulsorily conver�ble Debentures and the same is accounted as liability under

Previous GAAP whereas under Ind AS, it is considered as equity as per the terms of issuance of debentures.

(iv) Remeasurement of defined benefit plan - Gratuity:

In the financial statements prepared under Previous GAAP, remeasurement benefit of defined plan (gratuity), arising

primarily due to change in actuarial assump�ons was recognised as employee benefits expense in the Statement of

Profit and Loss. Under Ind AS, such remeasurement benefits rela�ng to defined benefit plan is recognised in OCI as per

the requirements of Ind AS 19- Employee benefits. Consequently, the related tax effect of the same has also been

recognised in OCI.

(d) There were no significant reconcilia�on items between cash flows prepared under India GAAP and those

prepared under Ind AS.

Note 34: Disclosure of COVID-19 on opera�ons:

The outbreak of Covid 19 pandemic globally including in India has led to a na�onwide lockdown. The Company’s

ini�al assessment of impact of Covid 19 on its opera�on and financial results is expected to be minimal. The

Company has a comfortable liquidity posi�on and does not an�cipate any material financial or opera�onal

issues in the short term as well as on a long term basis.

Note 35: The Company is yet to receive balance confirma�ons in respect of certain financial assets and financial liabili�es.

The Management does not expect any material difference affec�ng the current year’s financial statements due

to the same.

Note 36: The previous period's figures have been re-grouped/re-classified wherever required to confirm to current year's

classifica�on.

Note 37: Approval of financial statements:

The financial statements were approved for issue by the Board of Directors on July 30, 2020.

The notes referred to above form an integral part of the financial statements.

For and on behalf of the Board of Directors.

Manish Chitkara Hemant Daga

Whole - Time Director & CEO Director

DIN - 07746947 DIN - 07783248

Vaibhav Doshi Krishna Parekh

Chief Financial Officer Company Secretary

Membership No- 33670

Place : MUMBAI

Date: July 30, 2020

Notes to the financial statements for the year ended March 31, 2020

(All amount are in ₹ lakhs , unless otherwise stated)

57 58

Page 60: Annual Report 2019-20 Corporate Informaon

ǀ Financial Statememts ǀAnnual Report 2019-20

Sekura Roads Limited503, 5�� Floor, Windsor, Off CST Road, Kalina, Santacruz (East),

Mumbai – 400098, Maharashtra, IndiaContact no.: +91-022-6841 7000

Email : [email protected]: www.sekura.in


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