2.9 Provisions, Contingent liabilities, Contingent assets and Commitments: General
Provisions are recognised when the Company has a present obligation (legal or constructive) as a result of a past event, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. Provisions are determined based on management estimates required to settle the obligation at the balance sheet date, supplemented by experience of similar transactions. These are reviewed at the balance sheet date and adjusted to reflect the current management estimates.
Contingent liabilities are disclosed when there is a possible obligation arising from past events, the existence of which will be confirmed only by the occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the Company or a present obligation that arises from past events where it is either not probable that an outflow of resources will be required to settle or a reliable estimate of the amount cannot be made, is termed as a contingent liability.
Contingent assets are neither recognised nor disclosed.
2.10 Earnings per share
Basic earnings per share are calculated by dividing the net profit for the period attributable to equity shareholders by the weighted average number of equity shares outstanding during the period. No instruments have been issued by the company or are outstanding on the end of the reporting period that has the potential to dilute the EPS.
2.11 Trade Receivables
Trade receivables are amounts due from customers for services performed in the ordinary course of business. Trade receivables are recognised initially at the amount of consideration that is unconditional unless they contain significant financing components, when they are recognised at fair value. The Company holds the trade receivables with the objective to collect the contractual cash flows and therefore measures them subsequently at amortised cost using the effective interest method, less loss allowance.
2.12 Employee benefits - Short-term employee benefits
Short term employee benefits include salaries and short-term cash bonus. A liability is under short-term cash bonus or target-based incentives if the Company has a present legal or constructive obligation to pay this amount as a result of past service provided by the employee, and the obligation can be estimated reliably. These costs are recognised as an expense in the Statement of Profit and Loss at the undiscounted amount expected to be paid over the period of services rendered by the employees to the Company.
2.13 Borrowing costs
Borrowing costs include interest expense as per the effective interest rate (EIR) and other costs incurred by the Company in connection with the borrowing of funds. Borrowing costs are recognized as an expense in the year in which they are incurred. The difference between the discounted amount mobilized and redemption value of commercial papers is recognized in the statement of profit and loss over the life of the instrument using the EIR.
2.14 Income tax
The income tax expense comprises current and deferred tax incurred by the Company. Income tax expense is recognised in the income statement except to the extent that it relates to items recognised directly in equity or OCI, in which case the tax effect is recognised in equity or OCI. Income tax payable on profits is based on the applicable tax laws in each tax jurisdiction and is recognised as an expense in the period in which profit arises.
Current tax is the expected tax payable/receivable on the taxable income or loss for the period, using tax rates enacted for the reporting period and any adjustment to tax payable/receivable in respect of previous years. Current tax assets and liabilities are offset only if, the Company has a legally enforceable right to set off the recognised amounts; and intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously.
Deferred tax is recognised in respect of temporary differences between the carrying amounts of assets and liabilities for financial reporting purpose and the amounts for tax purposes. The measurement of deferred tax reflects the tax consequences that would follow from the manner in which the Company expects, at the reporting date, to recover or settle the carrying amount of its assets and liabilities.
Deferred tax liabilities are generally recognised for all taxable temporary differences and deferred tax assets are recognised, for all deductible temporary differences, to the extent it is probable that future taxable profits will be available against which deductible temporary differences can be utilised.
Deferred tax is measured at the tax rates that are expected to be applied to the temporary differences when they reverse, based on the laws that have been enacted or substantively enacted by the reporting date.
Deferred tax assets are reviewed at each reporting date and are reduced to the extent that it is no longer probable that the related tax benefit will be realized, such reductions are reversed when the probability of future taxable profits improves.
The tax effects of income tax losses, available for carry forward, are recognised as deferred tax asset, when it is probable that future taxable profits will be available against which these losses can be set-off. Unrecognised deferred tax assets are re-assessed at each reporting date and are recognised to the extent that it has become probable that future taxable profits will allow the deferred tax asset to be recovered.
2.15 Assets held for sale
Non-current assets or disposal groups are classified as held for sale when their carrying amounts are expected to be recovered principally through a sale transaction rather than through continuing use. Such assets are measured at the lower of carrying amount and fair value less costs to sell. Depreciation on these assets ceases upon classification as held for sale.
Note- 2.16 Critical and significant accounting judgements, estimates and assumptions Critical estimates and judgements
The following are the critical judgements, apart from those involving estimations that the management have made in the process of applying the Company's accounting policies and that have the most significant effect on the amounts recognized in the financial statements. Actual results may differ from these estimates.
These estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to the accounting estimates in the period in which the estimate is revised if their vision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.
(a) Useful lives of property, plant and equipment and intangible assets
Management reviews the useful lives of depreciable assets at each reporting. As at March 31,2025 management assessed that the useful lives represent the expected utility of the assets to the Company. Further, there is no significant change in the useful lives as compared to previous year.
(b) Recognition and measurement of provision and contingencies
The recognition and measurement of other provisions are based on the assessment of the probability of an outflow of resources, and on past experience and circumstances known at the reporting date. The actual outflow of resources at a future date may therefore, vary from the amount included in other provisions.
(c) Recognition of deferred tax assets / liabilities:
Deferred tax assets and liabilities are recognized for the future tax consequences of temporary differences between the carrying values of assets and liabilities and their respective tax bases. Deferred tax assets are recognized to the extent that it is probable that future taxable income will be available against which the deductible temporary differences could be utilized.
Significant accounting judgements, estimates and assumptions
The preparation of the company's financial statements requires management to make judgements, estimates and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities, and the accompanying disclosures, and the disclosure of contingent liabilities. Uncertainty about these assumptions and estimates could result in outcomes that require a material adjustment to the carrying amount of assets or liabilities affected in future periods.
Judgements
In the process of applying the company's accounting policies, management has made the following judgements, which have the most significant effect on the amounts recognised in the standalone financial statements.
Estimates and assumptions
The key assumptions concerning the future and other key sources of estimation uncertainty at the reporting date, that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year, are described below. The company based on its assumptions and estimates on parameters available when the financial statements were prepared. Existing circumstances and assumptions about future developments, however, may change due to market changes or circumstances arising that are beyond the control of the company. Such changes are reflected in the assumptions when they occur.
Provision and contingent liability
On an ongoing basis, Company reviews pending cases, claims by third parties and other contingencies. For contingent losses that are considered probable, an estimated loss is recorded as an accrual in financial statements. Loss Contingencies that are considered possible are not provided for but disclosed as Contingent liabilities in the financial statements. Contingencies the likelihood of which is remote are not disclosed in the financial statements. Gain contingencies are not recognized until the contingency has been resolved and amounts are received or receivable.
Note: 13.1 As per the records of the Company, including its Register of Members and other declarations received from the shareholders regarding beneficial interest, the above shareholding represents both legal and beneficial ownership of shares.
Note: 13.2 In accordance with the Share Purchase Agreement executed on 2nd December 2024 between the Existing Promoter Mr. Deniis Desai and Acquirers namely (1) Mr. Dharmendrabhai Becharbhai Jasani; (2) Mr. Ayush Dharmendrabhai Jasani; and (3) Mr. Yagnik Tank, and pursuant to the provisions of SEBI (Substantial Acquisition of shares and Takeovers) Regulations, 2011 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, post completion of Takeover Formalities Mr. Deniis Desai shall be reclassified as Non-Promoter and the Acquirers namely (1) Mr. Dharmendrabhai Becharbhai Jasani; (2) Mr. Ayush Dharmendrabhai Jasani; and (3) Mr. Yagnik Tank shall be classified as Promoters. As on the date of approval of this Financial Statements, the Takeover Formalities are already completed and Mr. Deniis Desai is reclassified as Non-Promoter and the Acquirers namely (1) Mr. Dharmendrabhai Becharbhai Jasani; (2) Mr. Ayush Dharmendrabhai Jasani; and (3) Mr. Yagnik Tank are classified as Promoters.
During the year on 02nd December, 2024, existing promoter of the Company executed Share Purchase Agreement whereby he agreed to sell his ownership in the Company under the provisions of SEBI (Substantial Acquisition of shares and Takeovers) Regulations, 2011 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. Detailed filings of the said agreement are made with the BSE by the Company.
During the year, the Company has been in a transition phase following a change in controlling ownership. As per a mutual understanding between the outgoing and incoming management, the existing investments and properties of the Company are being liquidated prior to full transfer of control.
Pending deployment of such funds, the Company has temporarily placed surplus proceeds in the form of inter-corporate deposits (ICDs) with select entities to optimise returns. As at the reporting date, ICDs constitute approximately 90% of total assets, and related interest income accounts for over 80% of total income. The Company is not registered as a Non-Banking Financial Company (NBFC) under the Reserve Bank of India Act, 1934. Management believes that (a) the thresholds of 'net-owned funds' as defined under section 45-IA of the Reserve Bank of India Act, 1934 and (b) 'financial activity as principal business' as explained in RBI vide press release 1998-99/1269 dated April 8, 1999, as determined by 50-50 test are achieved only temporarily by the Company. No communication with the regulator i.e. RBI is made as the breach of limits is only due to specific event and participation in ICDs is made in good faith for efficient fund utilization during the transition period. The incoming management shall review and realign asset deployment in due course, in compliance with applicable regulatory requirements.
Further, the incoming management has decided to commence a new line of business in the company after obtaining members' approval for addition of Object in the Memorandum of Association. Under the new object, proposed activities are - (a) business of of providing earth moving equipment's like Excavator, Dozer, JCB, Loaders, Skid loader, Industrial vacuum cleaners, etc. on contract, Lease, hire and rental basis in India or elsewhere and to provide maintenance services for the same and (b) to undertake all the necessary activities to promote Lease, hire and rental of Earth moving Machinery and its repair and maintenance.
Subsequent to the reporting date, in April 2025, the Company has disposed of its entire shareholding in two of its group entities - Arunis Realties Private Limited (subsidiary) and Arunis Edifice Private Limited (associate) - through sale of shares. These disposals were completed after the balance sheet date and do not affect the conditions existing as at 31 March 2025. Accordingly, these are considered non-adjusting events under Ind AS 10 - Events after the Reporting Period. However, the same have been disclosed in view of their significance.
NOTE 32 CAPITAL MANAGEMENT
For the purpose of the Company's capital management, capital includes issued equity capital and all other equity reserves attributable to the equity holders of the Company. The primary objective of the Company's capital management is to ensure that it maintains an efficient capital structure and healthy capital ratios in order to support its business and maximise shareholder value.
The Company determines the capital management requirements on the basis of Annual Budget and other strategic investment plans as approved by the Board of Directors. The Company manages its capital structure and makes adjustments to it in light of changes in economic conditions or its business requirements. To maintain or adjust the capital structure, the Company may adjust the dividend payment to shareholders, return capital to shareholders or issue new shares. The Company monitors capital using a gearing ratio, which is net debt divided by total capital plus net debt. The Company includes within net debt, interest bearing loans and borrowings less cash and short-term deposits (including other bank balance).
NOTE 34 FINANCIAL RISK MANAGEMENT Risk management framework
The Company's principal financial liabilities comprises of borrowings, trade and other payables, and financial liabilities. Company uses short term bank facilities in the form of cash credit facilities with the bank. (refer note 17 for balance outstanding as at the balance sheet date). The main purpose of these financial liabilities is to finance the Company's operations to support its operations. The Company's principal financial assets include investments, trade and other receivables, cash and cash equivalents, other bank balances and other financial assets that derive directly from its operations.
The Company has an effective risk management framework which helps the Board to monitor the risks controls in key business processes. In order to minimise any adverse effects on the bottom line, the Company takes various mitigation measures such as credit control. No derivatives are transacted by the company for hedging risks.
The Company has exposure to the following risks arising from financial instruments:
• Credit risk ;
• Liquidity risk ; and
• Market risk
i. Credit risk
Credit risk is the risk that counter party will not meet its obligation leading to a financial loss. The Company is exposed to credit risk arising from its operating activities primarily from trade receivables and from financing activities primarily relating to parking of surplus funds as Inter-corporate Deposits. The Company considers probability of default upon initial recognition of assets and whether there has been a significant increase in credit risk on an ongoing basis throughout the reporting period. To assess whether there is a significant increase in credit risk, the Company compares the risk of default occurring on the asset as at the reporting date with the risk of default as at the date of initial recognition. This assessment is based on available information and the business environment.
a) Trade and other receivables
The Company has a Credit Policy and extends credit to its customers based on customer's credit worthiness, ability to repay, and past track record. The extension of credit is constantly monitored through a review mechanism. The company also covers its domestic as well as export receivables through a credit insurance policy.
b) Inter-corporate deposits, Financial Instruments and Cash Deposits
The credit risk from balances/deposits with Banks, inter-corporate deposits, current investments and other financial assets are managed in accordance with company's policy. Investment of surplus funds are made in unsecured inter-corporate Deposits.
c) Financial Guarantee
The Company is exposed to credit risk in relation to financial guarantees given to banks. The Company's maximum exposure in this respect is the maximum amount, the Company would have to pay, if the guarantee is called on. The amount recognised in Balance Sheet as other financial liabilities and maximum exposure details are as given below:
ii. Liquidity risk
Liquidity risk is the risk that the company may encounter difficulty in meeting its obligations. As the Company is undergoing change in management and disposal of assets/liabilities, there is increased liquidity in current year. For maximization of returns for the company, such liqidity is invested as unseured inter-corporate deposits of tenure upto 1 year from the date of deposit.
Exposure to liquidity risk
The following tables detail the Company's remaining contractual maturity for its financial liabilities with agreed repayment and realisation periods. The tables have been drawn up based on the undiscounted cash flows of financial liabilities based on the earliest date on which the Company can be required to pay and realise.
in. Market risk
Market Risk is the risk that the fair value of the future cash flow will fluctuate because of changes in the market prices such as currency risk, interest rate risk and commodity price risk.
a. Interest rate risk
Interest rate risk can be either fair value interest rate risk or cash flow interest rate risk. Fair value interest rate risk is the risk of changes in fair values of fixed interest bearing investments because of fluctuations in the interest rates. Cash flow interest rate risk is the risk that the future cash flows of floating interest bearing investments will fluctuate because of fluctuations in the interest rates.
Company's interest rate risk arises from borrowings and inter-corporate deposits. Company has long term borrowings as well as inter-corporate deposits at fixed rate of interest. Hence, the company is not exposed to interest rate risk.
b. Equity price risk
Price risk is the risk arising from securities for trade and investments held by the company and classified in the balance sheet either at fair value through Profit & Loss (FVTPL) or fair value through Other Comprehensive Income (FVTOCI). Majority of the company's investments are current in nature and primarily in listed equity shares and mutual funds which are not exposed to significant price risk.
a. As majority of the non-current assets are disposed-off pursuant to mutual agreement between incoming and outgoing management, the Company had higher liquidity. To maximize return on such higher liquidity, the Company has invested funds in short-term inter-corporate deposits therefore current ratio has improved in current year.
b. The Company was actively engaged in consultancy of real-estate projects till last year. No revenue has been generated from such consultancy during the current year. Further, the Company discontinued trading in shares, futures and options contracts from last quarter of FY 2023-24. Due to both these reasons, revenue from operations has decreased drastically which has resulted in loss for the current year.
c. Further to explanation in a and b above, loans outstanding as at previous balance sheet date has been fully paid- off in current year. There is loss incurred by the Company in current year and therefore Debt Service Coverage ratio is negative for the current year.
Note 36 Previous year numbers are regrouped/reclassified as necessary for better presentation.
Note 37 The financial statements were authorized for issue by the Company's Board of Directors on 14th May, 2025.
In terms of our report attached For and on behalf of the Board of Directors of
For B. R. Pancholi & Co. Arunis Abode Limited
Chartered Accountants
Firm Registration No: 107285W
CA Bhupendra Pancholi Mr. Yagnik Bharatkumar Tank Mr. Deniis Desai
Partner Managing Director Director
Membership No: 041254 DIN: 10835016 DIN: 02904192
UDIN: 25041254BMNTGK4368
Ms. Heena Gupta Mrs. Garima Mandhania
Chief Financial Officer Company Secretary & Compliance Officer
Place: Vadodara Place: Mumbai
Date: 14th May 2025 Date: 14th May 2025
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