(i) Term loan facilities & working capital facilities availed by wholly owned subsidiary company i.e. APL Apollo Building Products Limited (formerly known as APL Apollo Building Products Private Limited) are secured by first pari passu charge through equitable mortgage of the above investment property situated at Ringni and Kesda, Simga, Baloda bazar, Chhattisgarh.
(ii) Rental income on assets given on operating lease to subsidiary is C 1.86 crore for the Year ended March 31,2025 (March 31,2024 : C1.86 crore).
(iii) The future minimum lease rentals receivable under operating leases in the aggregate and for each of the following periods :
(iv) Investment property consist of freehold land situated at Simga, Raipur, Chhattisgarh. The fair value of the investment property as at March 31, 2025 has been arrived at on the basis of a valuation carried out at that date by registered independent valuer not connected with the Company having appropriate recognised professional qualification and recent experience in the location and category of the property being valued.
The fair value was determined based on the market comparable approach that reflects recent transaction prices of similar properties. In estimating the fair value of the investment property, the highest and best use of the property is their current use."
The Company obtains independent valuation for its investment property at least annually and fair value measurements are categorized as level 3 (see note 43 (b)) measurement in the fair value hierarchy. Details of the investment property and information about the fair value hierarchy as at the end of the reporting period are as follows.
The fair value as at March 31, 2025 and March 31, 2024 was determined based on the market comparable approach that reflected the recent transaction prices of similar properties. In estimating the fair value of the investment property, the highest and best use of the property was considered.
(i) ROU assets are amortised from the commencement date on a straight-line basis over the lease term. The lease term is 44-90 years for land,3 years for building and 3 years for vehicle. The aggregate depreciation expense on ROU assets is included under depreciation and amortisation expense in the statement of standalone Profit and Loss.
(ii) ROU assets have been pledged as security for loans taken as at March 31,2025. See note 16 & 21 for loans taken against which these assets are pledged (except Vehicle loan).
(iii) ROU asset includes leasehold land located at Murbad, Maharashtra having gross carrying value of C1.44 crore (March 31, 2024 : C1.44 crore) (net carrying value of C 1.02 crore as at March 31,2025, March 31,2024 : C 1.03 crore), the title deeds of whose is in the name of Lloyd Line Pipe Limited (LLPL). LLPL was merged with the Company in earlier year under section 230 and section 232 of the Companies Act, 2013 in terms of approval of Hon'ble National Company Law Tribunal, Principal bench, New Delhi and the land is pending transfer in the name of the Company post merger. The Company is holding the property since September 26, 1994. [See note 2(i)]
(iv) ROU asset includes leasehold land located at Malur, Karnataka having gross carrying value of C24.97 crore (March 31, 2024 : C21.39 crore) (net carrying value of C23.70 crore as at March 31, 2025, March 31, 2024 : C20.53 crore), the title deeds of whose is in the name of Best Steel Logistics Limited. Best Steel Logistics Limited is the erstwhile name of Apollo Tricoat Tubes Limited which has been merged with the Company.
(i) The Company during the previous year had sold off the assets classifiled as held for sale in year ended March 31, 2023. These assets in previous year comprised of guest house located at Noida and freehold land & building located at Attebele, Karnataka. The aggregate fair value in previous year ended March 31, 2023 was C15.00 crore for guest house located at Noida and and C9.00 crore for freehold land & building located at Attebele, Karnataka respectively. The valuation was performed by Government of India approved valuer. The fair value measurement categorised as a level 3 fair value based on the inputs of the valuation technique used. The fair value was derived using the market comparable approach based on recent market prices without any significant adjustments being made to the market observable data. No impairment loss was recognised in reclassification of the land and building as asset held for sale as the Directors of the Company, based on valuation report, expected that the fair value less cost to sell to be higher than the carrying amount.
(ii) The Company intends to sell freehold land at Ghaziabad, which it no longer plans to utilise in next 12 months. Assets classified as held for sale consist of land whose aggregate fair value is C2.50 crore. The valuation was performed by Government of India approved valuer. The fair value measurement categorised as a level 3 fair value based on the inputs of the valuation technique used. The fair value was derived using the market comparable approach based on recent market prices without any significant adjustments being made to the market observable data. No impairment loss has been recognised in reclassification of the land and building as asset held for sale as the Directors of the Company, based on valuation report, expects that the fair value less cost to sell to be higher than the carrying amount.
(i) The Company in previous year ended March 31, 2018 measured its investment in subsidiary on the date of transition to Ind-AS (i.e. April 1,2016) at its fair value and considered the same as its deemed cost. Accordingly the Company has recorded the investment in subsidiary at its fair value of C132.78 crore (original cost C7.21 crore).
(ii) The Company in the previous year ended March 31,2024 invested C35.24 crores in Blue Ocean Projects Private Limited by subscribing to 12,420 equity shares of C10 each at a premium of C28,380.62 each.
(iii) The Company has during the year invested C23.29 crore (March 31,2024 : C146.58 crore ) in A P L Apollo Tubes Company L.L.C. by subscribing to 830 equity shares of AED 10,000 each at a premium of AED 11,036.92 each (March 31, 2024 : 6,500 equity shares of AED 10,000 each).
(iv) The Company has during the year invested C 198.18 crore (March 31,2024 : C200.00 crore) in APL Apollo Building Products Limited (formerly known as APL Apollo Building Products Private Limited) by subscribing to 180,000,000 equity shares of C10 each at premium of C1.01 each (March 31,2024 : 200,000,000 equity share) of C10 each.
(v) The Company in the previous year ended March 31,2024 invested C 5.38 crore in APL Apollo Mart Limited by subscribing to 5,280,000 shares of C10 each.
(i) During the year, the Company has invested C0.81 crores in Clover Energy Private Limited. The Company holds 6.42% (March 31,2024 : 3.50%) equity shares of Clover Energy Private Limited, a Company engaged in the business of providing wind energy to its customers.
(ii) The Company holds 3.10% (March 31, 2024 : 3.10%) equity shares of AMPSOLAR Urja Private Limited, a Company engaged in the business of providing solar energy to its cutomers.
(iii) The Company holds 26.00% (March 31, 2024 : 26.00%) equity shares of Radiance Ka Sunrise Two Private Limited, a Company engaged in the business of providing solar energy to its cutomers.
(iv) During the year, the Company had sold investment of C0.05 crores (the Company in previous year invested C0.08 crore in APL Apollo Foundation ('Foundation'), a Company registered under section 8 of the Companies Act, 2013. The Company was incorporated on April 19, 2022 and the purpose of the Foundation is to undertake CSR activities. As at March 31, 2025, the Company holds 16.67% (March 31,2024 : 50%) equity shares of the Foundation.
(v) During the current year ended March 31, 2025, The Company invested in 875,000 equity shares of C10 each of FP Samruddi Private Limited, a Company engaged in the business of providing solar energy to its customers. The Company holds 1.96 % equity shares of FP Samruddi Private Limited as at March 31,2025.
(vi) During the current year ended March 31,2025, The Company invested in 975,000 equity shares of C10 each of Solarcraft Power India 25 Private Limited, a Company engaged in the business of providing solar energy to its customers. The Company holds 11.21 % equity shares of Solarcarft Power India 25 Private Limited as at March 31,2025.
(vii) All these investments being strategic in nature for procurement of renewable energy, are measured at fair value through other comprehensive income (OCI) since these are not held for trading purposes and thus disclosing it's fair value fluctuation in profit and loss account will not reflect the purpose of holding. No dividend has been received from such investments during the year.
(i) During current year, the Company has given loan of C710.00 crores (C508.75 crores during the year ended March 31,2024) carrying interest 8.00 % p.a. to a wholly owned subsidiary viz. APL Apollo Building Products Limited (formerly known as APL Apollo Building Products Private Limited) for the purpose of meeting its operational and capital requirements. The loan is repayable upto 5 years as and when funds are available with APL Apollo Building Products Limited (formerly known as APL Apollo Building Products Private Limited). The loan of C168.68 crores was repaid during the year. The maximum amount outstanding during the year was C410.00 crore (March 31,2024 : C445.00 crores). Closing balance of loan outstanding is C61.32 crores (March 31,2024 : C Nil). (See note 41)
(ii) During the previous year, the Company had given a loan of AED 10,000,000 (Equivalent C22.40 crores) carrying interest 8.00 % p.a. to a wholly owned subsidiary viz. A P L Apollo Tubes Company L.L.C. for the purpose of meeting its capital expenditure requirements. The loan is repayable upto 5 years as and when funds are available with A P L Apollo Tubes Company L.L.C. The closing balance of loan as on March 31,2024 was C90.88 crores. During the current year, the loan has been fully received back. (See note 41)
(iii) During the year, the Company has given a loan of C12.23 crores (C29.20 crore during the year ended March 31,2024) carrying interest 8.00 % p.a. to a wholly owned subsidiary viz. Blue Ocean Projects Private Limited for the purpose of meeting its capital expenditure requirements. The loan is repayable upto 5 years as and when funds are available with Blue Ocean Projects Private Limited. The closing balance of loan as on March 31, 2024 was C20.20 crores. During the current year, the loan has been fully received back. (See note 41)
(ii) In determining the allowance for credit losses of trade receivables, the Company has used a practical expedient by computing the expected credit loss allowance for trade receivables based on a provision matrix. The provision matrix takes into account historical credit loss experience and is adjusted for forward looking information. The expected credit loss allowance is based on the ageing of the receivables that are due and rates used in the provision matrix.
(ii) Rights, Preferences and restrictions attached to equity shares
The Company has one class of equity shares having a par value of C2 each (March 31, 2024 : C2 each). Each shareholder is eligible for one vote per share held. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the Annual General Meeting. In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the Company after distribution of all preferential amounts, in proportion to their shareholding.
(vi) Share options granted under the Company's employee share options plans
As at March 31,2025, employees held 648,550 SAR options over equity shares of the Company. (March 31,2024 : Nil equity shares of C2 each). Share options granted under the Company's employee share option plan carry no rights to dividends and no voting rights. Further details of the employee share option plan are provided in note 39.
Nature and purpose of reserves
(i) Securities premium : Securities premium is used to record the premium on issue of shares. The reserve is utilised in accordance with the provisions of the Indian Companies Act, 2013 (" the Companies Act ").
(ii) General reserve : The general reserve is used from time to time to transfer profits from retained earnings for appropriation purposes. There is no policy of regular transfer. General reserves represents the free profits of the Company available for distribution. As per the Companies Act, certain amount was required to be transferred to General Reserve every time Company distribute dividend. General reserve is not an item of OCI, items included in the general reserve will not be reclassified to profit or loss.
(iii) Capital reserve : The excess of fair value of net assets acquired over consideration paid in a business combination is recognised as capital reserve. The reserve is not available for distribution.
(iv) Retained earnings : It represents unallocated/un-distributed profits of the Company. The amount that can be distributed as dividend by the Company as dividends to its equity shareholders is determined based on the separate financial statements of the Company and also considering the requirements of the Companies Act, 2013. Thus amount reported above are not distributable in entirety.
(v) Share option outstanding account : The Company offers SAR under which options to subscribe for the Company's share have been granted to certain employees and senior management. The share option outstanding account is used to recognise the value of equity settled share based payments provided as part of the SAR scheme. (see note 39)
(i) Deferred liability arises in respect of import of property, plant and equipment without payment of custom duty under Export Promotion Capital Goods Scheme. The income is recognised in Profit or loss on a straight line basis over the useful life of the related assets. (see note 37(b)(2)).
(ii) The Company has deferred liability related to sales tax of C 1.05 crore of year ending March, 2016 payable in March, 2026. Using prevailing market interest rates for an equivalent loan of 10.00% in the year of grant, the fair value of loan was estimated at C0.42 crore as on March 31, 2024 (March 31, 2024 : C0.56 crore). As on March 31, 2024 : C0.08 crore between the gross proceeds and the fair value of the loan is recognised as deferred income. (See note 23 & 24)
Nature of security :
(i) Working capital facilities from banks are secured by first pari passu charge on entire present and future current assets and second charge on present and future movable fixed assets of the company situated at Plot No. A-19 and A-20, Sikandarabad Industrial Area, Distt. Bulandshahar, Uttar Pradesh and Plot No. 332 to 338, Alur Village, Perandapalli, Hosur, Tamilnadu and Khasra No. 215, 223/1,225/7-8, 225/9-10, 227/4, 231/2, 217/1-2 Part, 231/6 Part at village Bendri, Tehsil Raipur, Dist. - Raipur, and M-1, Additional Murbad Industrial Area - V, Kudawali Murbad, Distt. Thane, Maharashtra and Residential Complex situated at Murbad, Distt. Thane, Maharashtra and 443,444,538,539 Wadiaram village Chegunta (Mandal) Medak district Telangana 502255 and KIADB Industrial Area, Plot No. 9-11, Balagaranahalli Village, Attibele, Anekal Taluk, Banglore and Malur, Kolar, Karnataka.
Working capital facilities are further secured by second charge through equitable mortgage of the company land and building situated at Plot No. A-19/A-20, Sikandarabad Industrial Area, Distt. Bulandshahar, Uttar Pradesh and Plot No. 332 to 338, Alur Village, Perandapalli, Hosur, Tamilnadu and Khasra No. 215, 223/1, 225/7-8, 225/9-10, 227/4, 231/2, 217/1-2 Part, 231/6 Part at village Bendri, Tehsil Raipur, Dist. - Raipur and 443,444,538,539 Wadiaram village Chegunta (Mandal) Medak district Telangana 502255 and KIADB Industrial Area, Plot No. 9-11, Balagaranahalli Village, Attibele, Anekal Taluk, Banglore and Malur, Kolar, Karnataka. Credit facilities are further secured by personal gurantee of the Mr. Sanjay Gupta and Mr. Vinay Gupta.
(ii) Overdrawn facilities from banks are secured in the form of fixed deposits with banks. As at year end March 31,2025, no borrowings were outstanding against the fixed deposits pledged as security. (See note 13)
35 Allocation of common expenses
(a) The Company has charged back the "Share based expenses" to employees (included under Employee benefits expense in note 31) incurred by it to its group companies at cost basis. The allocation of common expenses has been carried out on the basis of share options held of the Company by employees of the respective companies.
(b) The Company has charged back the common expenses (included under Employee benefits expense in note 31 & Other expenses in note 34) incurred by it to its group companies at cost basis. The allocation of common expenses has been carried out on the basis of turnover of the respective companies, as per latest audited financial statements.
37 Contingent liabilities and commitments (to the extent not provided for) (C in crore)
|
Particulars
|
Year ended March 31, 2025
|
Year ended March 31, 2024
|
(a) Contingent liabilities (for pending litigations)
|
|
|
(1) Disputed claims/levies in respect of sales tax:
|
|
|
- Reversal of input tax credit
|
0.89
|
5.78
|
|
0.89
|
5.78
|
(2) Disputed claims/levies in respect of excise duty
|
5.53
|
5.53
|
(3) Disputed claims/levies in respect of income tax
|
3.96
|
5.72
|
(4) Disputed claims/levies in respect of Goods & service tax (net of provision of C0.36 crore, March 31,2024 : C0.36 crore)
|
33.86
|
0.98
|
Total
|
44.24
|
18.01
|
(5) During the previous year ended March 31, 2024, The Company had received a demand order aggregeting to C 108.31 crores (including interest and penalty of C63.06 crores) from State Tax Officer, Hosur, Tamil Nadu. The Company in the current year filed a writ petition in Hon'ble High Court of Chennai. The Hon'ble High Court of Chennai has set aside the demand order amounting to C 107.73 crores and has remanded back the case to State Tax Officer, Hosur, Tamil Nadu.
(6) Based upon the legal opinion obtained by the management, there are various interpretation issues and thus management is in the process of evaluating the impact of the recent Supreme Court Judgement in relation to non-exclusion of certain allowances from the definition of basic wages of the relevant employees for the purpose of determining contribution to provident fund under the Employees Provident Fund & Miscellaneous provisions Act, 1952. Pending issuance of guidelines by the regulatory authorities on the application of this ruling, the impact on the Company, if any, can not be ascertained.
(7) The Company has reviewed all its pending litigations and proceedings and has adequately provided for where provisions are required and disclosed as contingent liabilities where applicable, in its standalone financial statements. The Company does not expect the outcome of these proceedings to have a materially effect on its standalone financial statements.
(b) Commitments
|
|
(C in crore)
|
|
As at
March 31, 2025
|
As at
March 31, 2024
|
(1) Estimated amount of contracts remaining to be executed on capital account and not provided for
|
|
|
(i) Property, plant and equipments
|
220.03
|
124.25
|
(2) The Company has imported capital goods under the export promotion capital goods scheme to utilise the benefit of a zero or concessional custom duty rate. These benefits are subject to future exports within the stipulated year. Such export obligations at year ended March 31,2025 aggregate to C241.06 crores (as at March 31,2024 C183.24 crores).
(3) As at March 31,2025, the Company has outstanding corporate guarantees amounting to C105.00 crores, C985.00 crores and C926.46 crores on behalf of its subsidiaries i.e. Apollo Metalex Private Limited, APL Apollo Building Products Limited (formerly known as APL Apollo Building Products Private Limited) and APL Apollo Tubes Company LLC respectively given to their lenders for loans and credit facilities taken by them from banks and financial institutions. The loan outstanding as at March 31,2025 of Apollo Metalex Private Limited is C6.87 crore (March 31,2024 C Nil), APL Apollo Building Products Limited (formerly known as APL Apollo Building Products Private Limited) is C445.86 crores (March 31,2024 C794.83 crores) and APL Apollo Tubes Company LLC is C122.99 crores (March 31,2024 C163.58).
(4) The Company has other commitments, for purchase orders which are issued after considering requirements per operating cycle for purchase of services, employee's benefits. The Company does not have any other long term commitments or material non-cancellable contractual commitments /contracts, including derivative contracts for which there were any material foreseeable losses.
(c) There has been no delays in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Company.
38 Employee benefit obligation
(a) Defined contribution plans
The Company makes provident fund contributions which are defined contribution plans, for qualifying employees. Under the scheme, the Company is required to contribute a specified percentage of the payroll costs to fund the benefits. The Company recognised total expense of C6.36 crore (Year ended March 31, 2024 C5.30 crore) for provident fund contributions in the statement of profit and loss. The contributions payable to these plans by the Company are at rates specified in the rules of the schemes. The obligation of the Company is limited to the amount contributed and it has no further contractual nor any constructive obligation.
(b) Defined benefit plans a) Gratuity
The gratuity scheme provides for lump sum payment to vested employees at retirement/death while in employment or on termination of employment of an amount equivalent to 15 days salary payable for each completed year of service or part thereof in excess of 6 months subject to a limit of C0.20 crore (March 31,2024 C0.20 crore). Vesting occurs upon completion of 5 years of service. The scheme is funded with APL Apollo Tubes Limited Employees Group Gratuity Trust.
During the year, the Company has made contribution of C2.00 crores (March 31, 2024 : C Nil) to APL Apollo Tubes Limited Employees Group Gratuity Trust which has made further contribution to Kotak Mahindra Life Insurance Co. Ltd.
(1) The discount rate is based on the prevailing market yield of Indian Government Securities as at Balance Sheet date for the estimated term of obligation.
(2) The estimate of future salary increase considered in actuarial valuation takes into account inflation, seniority, promotion and other relevant factors such as supply and demand in the employment market.
(vi) The Company expects to make a contribution of C 17.23 crore (March 31, 2024: C16.20 crore) to the defined benefit plans during the next financial year.
(vii) The code on Social Security, 2020 ('code') relating to employee benefits during employment and post-employment benefits received Presidential asset in September, 2020. The code has been published in the Gazette of India. However, the date on which the Code will come into effect has not been notified. The Company will assess the impact of the Code when it comes into effect and will record any related impact in the period the Code becomes effective.
The above sensitivity analyses are based on a change in an assumption while holding all other assumptions constant. In practice, this is unlikely to occur, and changes in some of the assumptions may be correlated. When calculating the sensitivity of the defined benefit obligation to significant actuarial assumptions the same method i.e. projected unit credit method has been applied as that used for calculating the defined benefit liability recognised in the balance sheet.
(ix) Risk exposure
The defined benefit obligations have the undermentioned risk exposures :
Interest rate risk : The defined benefit obligation calculated uses a discount rate based on government bonds. If bond yields fall, the defined benefit obligation will tend to increase.
Salary Inflation risk : Higher than expected increases in salary will increase the defined benefit obligation.
Demographic risk : This is the risk of variability of results due to unsystematic nature of decrements that include mortality, withdrawal, disability and retirement. The effect of these decrements on the defined benefit obligation is not straight forward and depends upon the combination of salary increase, discount rate and vesting criteria.
Investment risk : The present value of the defined benefit plan liability is calculated using a discount rate determined by reference to high quality corporate bond yields; if the return on plan asset is below this rate, it will create a plan deficit.
39 Share Based Payments
(a) Employee Share Option Plan :
(i) The ESOS scheme titled "Employee Stock Option Scheme 2015" (ESOS 2015) was approved by the shareholders through postal ballot on July 27, 2015 and December 22, 2015. 7,50,000 options are covered under the Scheme for 750,000 Equity shares (before giving effect of share split and bonus issue).
(ii) During the financial year 2015-16, the Nomination and Remuneration Committee in its meeting held on July 28, 2015 has granted 724,000 options respectively under the ESOS to eligible employees of the Company and its subsidiaries. Each option comprises one underlying equity share. The options granted vest over a period of 4 years from the date of the grant in equal proportion of 25% each year. Options may be exercised within 4 years. The exercise price of each option was the market price of the shares on the stock exchange with the highest trading volume, one day before the date of grant of options. The exercise price was determined at C452.60 per share.
(iii) During the financial year 2016-17, the Nomination and Remuneration Committee in its meeting held on January 28, 2017 has granted 46,000 options under the ESOS to eligible employees of the Company and its subsidiaries. Each option comprises one underlying equity share. The options granted vest over a period of 4 years from the date of the grant in equal proportion of 25% each year. Options may be exercised within 4 years. The exercise price of each option was the market price of the shares on the stock exchange with the highest trading volume, one day before the date of grant of options. The exercise price was determined at C1,028.80 per share.
(iv) During the financial year 2017-18, the the Nomination and Remuneration Committee in its meeting held on September 9, 2017 and February 5, 2018 has granted 96,000 and 70,000 options respectively, under the ESOS to eligible employees of the Company and its subsidiaries. Each option comprises one underlying equity share. The options granted vest over a period of 4 years from the date of the grant in equal proportion of 25% each year. Options may be exercised within 4 years. The exercise price of each option was the market price of the shares on the stock exchange with the highest trading volume, one day before the date of grant of options. The exercise price was determined at C 1,633.05 and C2,124.10 respectively per share.
(v) During the financial year 2019-20, the Nomination and Remuneration Committee in its meeting held on November 9, 2019 has granted 95,000 options under the ESOS to eligible employees of the Company and its subsidiaries (whether in India or abroad). Each option comprises one underlying equity share. The options granted vest over a period of 4 years from the date of the grant in equal proportion of 25% each year. Options may be exercised within 5 years. The exercise price of each option is the market price of the shares on the stock exchange with the highest trading volume, one day before the date of grant of options. The exercise price has been determined at C1,438.55 per share.
(vi) During the financial year 2019-20, the Nomination and Remuneration Committee in its meeting held on November 9,
2019 also recommended reduction in exercise price of options granted on September 9, 2017 and February 5, 2018 to reflect the fall in Company's share prices. The same was approved by shareholders of the Company on January 27,
2020 through postal ballot. The revised exercise price of each option was the market price of the shares on the stock exchange with the highest trading volume, one day before the date of reduction in exercise price. The revised exercise price was determined at C1,438.55 per share.
(b) Stock Appreciation Rights Scheme
(i) The SAR scheme titled "Stock Appreciation Rights Scheme- 2019 " (SAR) was approved by the shareholders through postal ballot on 27 January, 2020. 1,000,000 SAR units are covered under the Scheme exercisable into not more than 500,000 Equity Shares .
(ii) During the financial year ended March 31,2025, the Nomination and Remuneration Committee in its meeting held on May 11,2024 has granted 1,000,000 SAR units under the SAR to eligible employees of the Company and its subsidiaries (whether in India or abroad). The SAR units granted vest over a period of 1 year from the date of the grant. SAR units may be exercised within 1 year. The exercise price of each SAR unit is the market price of the shares on the stock exchange with the highest trading volume, one day before the date of grant of SAR units. The exercise price has been determined at C1,548.30 per share. Any gain arised on account of exercise of SAR Units will be settled in Equity shares of the Company.
(d) Fair value of option granted/ modified
(i) During the year ended March 31, 2020, the incremental fair value of the options granted on September 9, 2017 and February 5, 2018 due to modification were determined at C131.46 and C372.36 respectively which has been recognised as expense over the period from the modifcation date to the end of vesting period. The expense of original option grant continued to be recognised as if the terms had not been modified.
(ii) During the financial year ended March 31,2025, the Nomination and Remuneration Committee in its meeting held on May 11,2024 has granted 1,000,000 SAR units under the SAR to eligible employees of the Company and its subsidiaries (whether in India or abroad). The SAR units granted vest over a period of 1 year from the date of the grant. SAR units may be exercised within 1 year. The exercise price of each SAR unit is the market price of the shares on the stock exchange with the highest trading volume, one day before the date of grant of SAR units. The exercise price has been determined at C1,548.30 per share.
(i) C.Y. represents amount as at and for the year ended March 31,2025 and P.Y. represents amount as at and for the year ended March 31,2024.
(ii) All related party transactions were entered at an arm's length basis and in the ordinary course of business.
(iii) Amount of expense of gratuity and compensated absences is taken on actuarial basis.
(iv) The term loan and other credit facilities of the Company are also secured by personal guarantee of directors of the Company, Mr. Sanjay Gupta and Mr. Vinay Gupta.
(v) As at March 31,2025, the Company has outstanding corporate guarantees amounting to C105.00 crores, C985.00 crores and C926.46 crores on behalf of its subsidiaries i.e. Apollo Metalex Private Limited, APL Apollo Building Products Limited (formerly known as APL Apollo Building Products Private Limited) and APL Apollo Tubes Company LLC respectively given to their lenders for loans and credit facilities taken by them from banks and financial institutions. The loan outstanding as at March 31,2025 of Apollo Metalex Private Limited is C6.87 crore (March 31,2024 C Nil), APL Apollo Building Products Limited (formerly known as APL Apollo Building Products Private Limited) is C445.86 crores (March 31,2024 C794.83 crores) and APL Apollo Tubes Company LLC is C122.99 crores (March 31,2024 C163.58).
(vi) The treasury and finance operations of the Company and its subsidiaries (APL Group Companies) are managed centrally. Based on the funding requirement, APL group companies provide short term advances in the nature of loan to each other and these are repaid as and when funds are available with respective company. Also interest is charged for the period on such advance in the nature of loan remains outstanding to ensure arms' length transaction. The above transactions are undertaken with the approval of the Board of Directors and the Audit Committee as applicable. The maximum amount outstanding during the year in respect of advance in nature of loan given by the Company to its subsidiaries is as under :
Fair value of forward contracts determined by reference to quote from financial institution.
(b) Fair value hierarchy
This section explains the judgements and estimates made in determining the fair values of the financial instruments that are (a) recognised and measured at fair value and (b) measured at amortised cost and for which fair values are disclosed in the financial statements. To provide an indication about the reliability of the inputs used in determining fair value, the Company has classified its financial instruments into the three levels prescribed under the accounting standard.
Level 1: Level 1 hierarchy includes financial instruments measured using quoted prices. This includes listed equity instruments that have quoted price. The fair value of all equity instruments which are traded in the stock exchanges is valued using the closing price as at the reporting period.
Level 2: The fair value of financial instruments that are not traded in an active market is determined using valuation techniques which maximise the use of observable market data and rely as little as possible on entity-specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is included in level 2.
Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in level 3. This is the case for unlisted equity securities, security deposits included in level 3.
(c) Assets and liabilities which are measured at amortised cost for which fair values are disclosed
All the financial asset and financial liabilities measured at amortised cost, carrying value is an approximation of their respective fair value.
(i) The fair value was derived using the market comparable approach based on recent market prices carried out by an independent valuer without any significant adjustments being made to the market observable data.
(ii) There were no significant inter-relationships between unobservable inputs that materially affect fair values.
44 Financial risk management objectives
The Company's activities expose it to market risk including foreign currency risk and interest rate risk, liquidity risk and credit risk.
This note explains the sources of risk which the entity is exposed to and how the entity manages the risk :
The Company's risk management is carried out by a treasury department under policies approved by the Board of Directors. Treasury department identifies, evaluates and hedges financial risks in close co-operation with the Company's operating units. The board provides principles for overall risk management, as well as policies covering specific areas, such as hedging of foreign currency transactions foreign exchange risk.
(a) Market risk
Market risk is the risk of any loss in future earnings, in realisable fair values or in future cash flows that may result from a change in the price of a financial instrument. The value of a financial instrument may change as result of changes in interest rates, foreign currency exchange rates, liquidity and other market changes. Future specific market movements can not be normally predicted with reasonable accuracy.
(i) Foreign currency risk
The Company's functional currency is Indian Rupees (INR). The Company undertakes transactions denominated in the foreign currencies; consequently, exposure to exchange rate fluctuations arise. Volatility in exchange rates affects the Company's revenue from export markets and the costs of imports, primarily in relation to import of capital goods. The Company is exposed to exchange rate risk under its trade and debt portfolio.
Adverse movements in the exchange rate between the Rupee and any relevant foreign currency result's in the increase in the Company's overall debt positions in Rupee terms without the Company having incurred additional debt and favourable movements in the exchange rates will conversely result in reduction in the Company's receivable in foreign currency. In order to hedge exchange rate risk, the Company has a policy to hedge cash flows up to a specific tenure using forward exchange contracts and options. At any point in time, the Company hedges its estimated foreign currency exposure in respect of forecast sales over the following 6 months or as deemed appropriate based on market conditions. In respect of imports and other payables, the Company hedges its payable as when the exposure arises.
(ii) Interest rate risk
Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Company is exposed to interest rate risk because funds are borrowed at both fixed and floating interest rates. Interest rate risk is measured by using the cash flow sensitivity for changes in variable interest rate. The borrowings of the Company are principally denominated in rupees and US dollars with a mix of fixed and floating rates of interest. The Company hedges its US dollar interest rate risk through interest rate swaps to reduce the floating interest rate risk. The Company has exposure to interest rate risk, arising principally on changes in base lending rate. The Company uses a mix of interest rate sensitive financial instruments to manage the liquidity and fund requirements for its day to day operations like short term loans. The risk is managed by the Company by maintaining an appropriate mix between fixed and floating rate borrowings, and by the use of interest rate swap contracts.
(b) Credit risk (See note 9)
Credit risk arises when a counter party defaults on contractual obligations resulting in financial loss to the Company.
Company's trade receivables are generally categories into following categories:
1. Export customers
2. Institutional customers
3. Dealers
In case of export sales, in order to mitigate credit risk, generally sales are made on advance payment terms. Where export sales are not made on advance payment terms, the same are secured through letter of credit or bank guarantee, etc.
In case of sale to institutional customers, certain credit period is allowed. In order to mitigate credit risk, majority of the sales are secured by letter of credit, bank guarantee, post dated cheques, etc.
In case of sale to dealers certain, credit period is allowed. In order to mitigate credit risk, majority of the sales made to dealers are secured by way of post dated cheques (PDC).
Further, Company has an ongoing credit evaluation process in respect of customers who are allowed credit period.
In general, it is presumed that credit risk has significantly increased since initial recognition if the payments are more than 30 days past due.
(c) Liquidity risk
The Company has a liquidity risk management framework for managing its short term, medium term and long term sources of funding vis-a-vis short term and long term utilization requirement. This is monitored through a rolling forecast showing the expected net cash flow, likely availability of cash and cash equivalents, and available undrawn borrowing facilities.
45 The Company is in business of Manufacturing of ERW steel tube and pipes and hence only one reportable operating segment as per 'Ind-AS 108 : Operating Segments.
46 Capital management (a) Risk management
The Company being in a capital intensive industry, its objective is to maintain a strong credit rating, healthy capital ratios and establish a capital structure that would maximise the return to stakeholders through optimum mix of debt and equity.
The Company's capital requirement is mainly to fund its capacity expansion, repayment of principal and interest on its borrowings and strategic acquisitions. The principal source of funding of the Company has been, and is expected to continue to be, cash generated from its operations supplemented by funding from bank borrowings and the capital markets. The Company is not subject to any externally imposed capital requirements.
The Company regularly considers other financing and refinancing opportunities to diversify its debt profile, reduce interest cost and elongate the maturity of its debt portfolio, and closely monitors its judicious allocation amongst competing capital expansion projects and strategic acquisitions, to capture market opportunities at minimum risk.
The Company monitors its capital using gearing ratio, which is net debt divided to total equity. Net debt includes, interest bearing loans and borrowings less cash and cash equivalents, bank balances other than cash and cash equivalents.
(d) The Company has no transactions with the companies struck off under Companies Act, 2013 or Companies Act, 1956.
(e) Maintenance of Audit Trail log
The Company has used accounting software for maintaining its books of account for the financial year ended March 31,2025 which has a feature of recording audit trail (edit log) facility and the same has operated throughout the year for changes initiated at the application level through t-codes for all relevant transactions and partially enabled only for certain tables for changes done through debug mode and management ensured that debug access was not utilized during the year for any direct data changes to underlying tables through application front-end and recording of audit trail for direct data changes made to database level was operated throughout the year for accounting software that the Company uses for recording and processing of all relevant transactions.
(g) Disclosures under Rule 11(e)(ii) of the Company (Audit & Auditors) Rule, 2014 :
No funds have been received by the Company in current and previous year (other than as disclosed under note 47(e) from any persons or entities, including foreign entities (Funding Parties), with the understanding, whether recorded in writing or otherwise, that the Company shall, directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (Ultimate Beneficiaries) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
(h) Details of benami property held
No proceeding has been initiated or are pending against the company for holding any benami property under the Benami Transactions (Prohibitions) Act, 1988 (45 of 1988) and the rules made thereunder.
(i) Wilful defaulter
The Company has not been declared wilful defaulter by any bank or financial institution or any lender.
(j) Undisclosed Income
There is no income surrendered or disclosed as income during the current or previous year in the tax assessments under the Income Tax Act, 1961, that has not been recorded in the books of account.
(k) Details of crypto currency or virtual currency
The Company has not traded or invested in crypto currency or virtual currency during the current or previous year.
(l) Valuation of PP&E, intangible asset and investment property
The Company has not revalued its property, plant and equipment (including right-of-use assets) or intangible assets or both during the current or previous year.
(m) Registration of charges or satisfaction with Registrar of Companies
There are no charges or satisfaction which are yet to be registered with the Registrar of Companies beyond the statutory period.
(n) Rounding off amounts
All amounts disclosed in the financial statements and the accompanying notes have been rounded off to the nearest crore as per the requirement of schedule III of the Companies Act, 2013 unless otherwise stated.
(o) Subsequent events
According to management's evaluation of events subsequent to the balance sheet date, there were no significant adjustments that occurred other than disclosed/ given effect to in these financial statement as of March 31,2025.
(p) Disclosures under Rule 11(f) of the Company (Audit & Auditors) Rule, 2014 - Dividends
The final dividend on shares is recorded as a liability on the date of approval by the shareholders. The Company declares and pays dividends in Indian rupees. Companies are required to pay / distribute dividend after deducting applicable taxes. The remittance of dividends outside India is governed by Indian law on foreign exchange and is also subject to withholding tax at applicable rates.
During the Year ended March 31,2025, on account of the final dividend for year ended March 31, 2024, the Company has incurred a net cash outflow of C152.63 crore. The Board of Directors in their meeting held on May 7, 2025 recommended a final dividend of C5.75 per equity share for the Year ended March 31,2025. This payment of dividend is subject to the approval of shareholders in the upcoming Annual General Meeting of the Company and if approved, would result in a net cash outflow of approximately C159.58 crore.
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