p) Provisions, contingent assets and contingent liabilities
Provisions are recognized only when there is a present obligation, as a result of past events, and when a reliable estimate of the amount of obligation can be made at the reporting date. These estimates are reviewed at each reporting date and adjusted to reflect the current best estimates.
I f the effect of the time value of money is material, provisions are discounted to reflect its present value, using a current pre-tax rate that reflects the current market assessments of the time value of money and the risks specific to the obligation. When provisions are discounted, the increase in the provision due to the passage of time is recognised as a finance cost.
Contingent liability is disclosed for:
• Possible obligations which will be confirmed only by future events not wholly within the control of the Company; or
• Present obligations arising from past events where it is not probable that an outflow of resources will be required to settle the obligation, or a reliable estimate of the amount of the obligation cannot be made.
Contingent assets are neither recognized nor disclosed, except when realization of income is virtually certain, when related assets are disclosed.
q) Earnings per share
Basic earnings per share is calculated by dividing the net profit or loss for the period attributable to equity shareholders (after deducting attributable taxes) by the weighted average number of equity shares outstanding during the period. The weighted average number of equity shares outstanding during the period is adjusted for events including a bonus issue.
For the purposes of calculating diluted earnings per share, the net profit or loss for the period attributable to equity shareholders and the weighted average number of shares outstanding during the period are adjusted for the effects of all dilutive potential equity shares.
Potential ordinary shares shall be treated as dilutive when, and only when, their conversion to ordinary shares would decrease earnings per share or increase loss per share from continuing operations.
r) Taxes
Current income-tax
Current income-tax assets and liabilities are measured at the amount expected to be recovered from or paid to the taxation authorities. The tax rates and tax laws used to compute the amount are those that are enacted, or substantively enacted, at the reporting date in the countries where the Company operates and generates taxable income.
Current income-tax relating 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 correlation to the underlying transaction either in other comprehensive income or directly in equity. Management periodically evaluates positions taken in the tax returns with respect to situations in which applicable tax regulations are subject to interpretation and establishes provisions, where appropriate.
Deferred tax
Deferred tax is provided using the liability method on temporary differences between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes at the reporting date.
Deferred tax liabilities are recognised for all taxable temporary differences. Deferred tax assets are recognised for all deductible temporary differences and any unused tax credits and unused tax losses. Deferred tax assets are recognised to the extent that it is probable that taxable profit will be available against which the deductible temporary differences, and the carry forward of unused tax credits and unused tax losses can be utilized. Deferred tax is measured based on the tax rates and the tax laws enacted, or substantively enacted, at the balance sheet date. The carrying amount of deferred tax assets are reviewed at each balance sheet date and derecognized to the extent it is no longer probable that sufficient future taxable profits will be available against which such deferred tax assets can be realized.
Deferred tax relating to items recognized outside profit or loss is recognized outside profit or loss (either in other comprehensive income or in equity). Deferred tax items are recognized in correlation to the underlying transaction either in other comprehensive income or directly in equity.
Deferred tax assets and deferred tax liabilities are offset if a legally enforceable right exists to set off the related current tax assets against current tax liabilities and the deferred taxes relate to the same taxable entity and the same taxation authority.
s) Government grants and subsidies
Government grants are recognised where there is reasonable assurance that the grant will be received and all attached conditions will be complied with.
When the grant or subsidy relates to revenue, it is recognised as income on a systematic basis in the statement of profit and loss over the periods necessary to match them with the related costs, which they are intended to compensate. Where the grant relates to an asset, it is recognised as deferred income and released to income in equal amounts over the expected useful life of the related asset.
t) Segment Reporting
Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision maker.
Identification of segments:
In accordance with Ind AS 108 - Operating Segment, the operating segments used to present segment information are identified based on information reviewed by the Company’s management to allocate resources to the segments and assess their performance. An operating segment is a component of the Company that engages in business activities from which it earns revenues and incurs expenses, including revenues and expenses that relate to transactions with any of the Company’s other components. Results of the operating segments are reviewed regularly by the management team which has been identified as the chief operating decision maker (CODM), to make decisions about resources to be allocated to the segment and assess its performance and for which discrete financial information is available.
u) Cash and cash equivalents
Cash and cash equivalents comprise cash in hand, demand deposits with banks/corporations and short¬ term highly liquid investments (with original maturity of less than 3 months) that are readily convertible into known amount of cash and are subject to an insignificant risk of change in value.
v) Exceptional items
On certain occasions, the size, type, or incidence of an item of income or expense, pertaining to the ordinary activities of the Company is such that its disclosure improves the understanding of the performance of the Company. Such income or expense is classified as an exceptional item and, accordingly, disclosed in the notes to the financial statements.
iv) Significant management judgement in
applying accounting policies and estimation uncertainty
The following are the critical judgments and the key estimates concerning the future, that management has made in the process of applying the Company’s accounting policies and that may have the most significant effect on the amounts recognized in the financial statements or that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year:
Allowance for expected credit losses - The allowance for expected credit losses reflects management’s estimate of losses inherent in its credit portfolio. This allowance is based on Company’s estimate of the losses to be incurred, which is derived from past experience with similar receivables, current and historical past due amounts, dealer termination rates, write-offs and collections, the monitoring of portfolio credit quality and current and projected economic and market conditions.
Recognition of deferred tax assets - The extent to which deferred tax assets can be recognized is based on an assessment of the probability of the future taxable income against which the deferred tax assets can be utilized.
Evaluation of indicators for impairment of assets -
The evaluation of applicability of indicators of impairment of assets requires assessment of several external and internal factors which could result in deterioration of recoverable amount of assets.
Provisions - At each balance sheet date, basis the management judgment, changes in facts and legal aspects, the Company assesses the requirement of provisions against the outstanding contingent liabilities. However, the actual future outcome may be different from this judgement.
Useful lives of depreciable/ amortisable assets -
Management reviews its estimate of the useful lives of depreciable/amortisable assets at each reporting date, based on the expected utility of the assets. Uncertainties in these estimates relate to technical and economic obsolescence that may change the utility of assets.
Defined benefit obligation (DBO) - Management’s estimate of the DBO is based on a number of underlying assumptions such as standard rates of inflation, mortality, discount rate and anticipation of future salary increases. Variation in these assumptions may significantly impact the DBO amount and the annual defined benefit expenses.
Fair value measurements - Management applies valuation techniques to determine the fair value of financial instruments (where active market quotes are not available). This involves developing estimates and assumptions consistent with how market participants would price the instrument.
Contingent liabilities - The Company is the subject of legal proceedings and tax issues covering a range of matters, which are pending in various jurisdictions. Due to the uncertainty inherent in such matters, it is difficult to predict the final outcome of such matters. The cases and claims against the Company often raise difficult and complex factual and legal issues, which are subject to many uncertainties and interpretations, including but not limited to the facts and circumstances of each particular case and claim, the jurisdiction and the differences in applicable law. In the normal course of business, management consults with legal counsel, as appropriate and certain other experts on matters related to litigation and taxes. The Company accrues a liability when it is determined that an adverse outcome is probable and the amount of the loss can be reasonably estimated.
v) Recent Accounting standards,
interpretations and amendments to existing standards
Ministry of Corporate Affairs (“MCA”) notifies new standards or amendments to the existing standards under Companies (Indian Accounting Standards) Rules as issued from time to time. For the year ended 31 March 2025, MCA has not notified any new standards or amendments to the existing standards applicable to the Company.
Refer note 50 for information on investments pledged as security by the Company.
#The management of the Company evaluated impairment indicators with respect to non-current investments and concluded that no impairment indicators exists with respect to such non current investments, except for the cases where provision have been made.
* Undertaking for non disposal of investment by way of letter of comfort given to banks against credit facilities/financial assistance availed by subsidiaries.
**341,589,932 equity shares of Jindal United Stainless Limited (‘JUSL’) have been pledged by the Company against borrowings availed by JUSL
*** Lodged with government authorities as security.
Secured Borrowings
Working capital loan and buyers credit amounting to INR 878.43 crores (previous year INR 593.17 crores) are secured by first pari-passu charge by way of hypothecation of current assets including finished goods, raw material, work in progress, stock-in-trade, consumable stores and spares, book debts, bills receivable, etc both present and future and second pari passu charge by way of mortgage/ hypothecation of movable and immovable fixed assets, both present and future, of the Company. Working capital loan and buyers credit are repayable on demand and within a period of 180 days respectively.
Refer note 54 for disclosure of fair values in respect of financial liabilities measured at amortised cost and analysis of their maturity profiles.
Details of investments made/to be made are given in note 4 and 33-39. The above represents total loans and advances in the nature of loans.
33 (a) The Board of Directors of the Company at its meeting held on 01 May 2024, granted approval for entering into a Collaboration Agreement for setting up a joint venture in Indonesia for investing, developing, constructing and operating a stainless steel melt shop (“SMS”) in Indonesia, for an aggregate consideration of approx. INR 715 crores to be disbursed in multiple tranches. With the setting up of this SMS, the Company’s melting capacity will increase from 3 million tonnes per annum (MTPA) to 4.2 MTPA. As per the terms of the Collaboration Agreement, the Company has, on 28 June 2024, acquired 49% equity stake in PT Glory Metal Indonesia (“PTGMI”) through acquisition of 100% equity stake in Sulawesi Nickel Processing Industries Holdings Pte. Ltd. (“Sulawesi”) for a consideration of INR 362.23 crores (USD 43.37 Million), thereby making Sulawesi a wholly owned subsidiary of the Company with effect from 28 June 2024. The Company has recognised the aforesaid investments in Sulawesi, as subsidiary, at the cost of such investments.
b) On 27 February 2025, the Company has acquired 100% equity stake in ‘AGH Dreams Limited (ADL’)’ and ‘Utkrisht Dream Ventures Private Limited (‘UDVPL’), for consideration of INR 1 lakh each for exploring the possibility of development of new expansion projects thereby making ADL and UDVPL wholly owned subsidiaries of the Company with effect from 27 February 2025.
c) In furtherance to the approval accorded by the Board of Directors at its meeting held on 25 March 2025, the Company has acquired 5.03% stake in Mynd Solutions Private Limited (Mynd), a leading Reserve Bank of India regulated Trade Receivables electronic Discounting System (TReDS) and supply chain financing platform, for a consideration of INR 102.55 Crores, through a combination of primary capital and secondary purchase of shares from the existing shareholders. This along with the stake held by Jindal Stainless Steelway Limited (JSSL), a wholly-owned subsidiary of the Company, resulted in a consolidated stake of 9.62% in Mynd. The total blended cost of acquisition for 9.62% stake (including stake acquired by JSSL) is INR 153.70 Crores.
34 Pursuant to the Sale Certificate dated 19 December 2023 (Sale Certificate) and the Hon’ble National Company Law Tribunal, Principal Bench, Kolkata (“Hon’ble NCLT”) Order dated 11 December 2023 on confirmation on the terms of implementation and for grant of certain reliefs and concessions as sought by the Company and by virtue of appointment of the nominees of the Company on the Board of Directors of Rabirun Vinimay Private Limited (“RVPL”), RVPL had been considered as a subsidiary of the Company with effect from 19 December 2023.
The purchase consideration of INR 96 crores paid by the Company had been considered as advance for investment in a subsidiary company in previous financial year. During the year, RVPL has issued equity shares to the Company amounting to INR 96 crores on 08 July 2024, which has been shown as investment in the books of the Company.
35 a) During the year ended 31 March 2024, the Board of Directors of the Company had accorded approval for the voluntary
liquidation of PT Jindal Stainless Indonesia, a foreign subsidiary of the Company, subject to receipt of such requisite approvals as may be required.
Based on preliminary discussions with potential buyers/ external valuation, the management is reasonably confident about the recovery of carrying value of the net assets of the subsidiary Company.
b) The Board of Directors of the Company, at its meeting held on 18 January 2024, had in principally approved to divest its entire 26% equity stake held in Jindal Coke Limited (“JCL”).
On 28 March 2024, the Company had partially divested its stake by selling 15,80,000 number of equity shares of the face value of INR 10/- each at a price of INR 231/- per equity share, representing 4.87% of the paid up equity share capital of JCL to JSL Overseas Limited (“JOL”), the majority shareholder in JCL and gain of INR 34.92 crores had been shown as exceptional items and in accordance with Ind AS 105 “Non-current Assets held for Sale and Discontinued Operations”, Investment in balance 21.13% equity stake held in JCL has been disclosed as held for sale as at 31 March 2024.
On 06 March 2025, the Company has divested its balance 21.13% stake by offering 68,52,372 number of equity shares of the face value of INR 10/- each under buy back offer gievn by JCL at a price of INR 231/- per equity share and gain of INR 151.55 crores has been shown as an exceptional item.
JCL ceases to be an associate of the Company w.e.f. 06 March 2025.
c) The Board of Directors of the Company, at its meeting held on 18 January 2024, had in principle approved for acquisition of upto 100% stake in lberjindal, a subsidiary company.
On 02 April 2024, the Company acquired entire stake of Fagor Industrial, S.Coop. (“Fagor”), the JV Partner in lberjindal, constituting 300,000 fully paid up equity shares of face value of € 1 each at a price of € 0.1 per equity share, representing 30% of the paid-up share capital in lberjindal. Accordingly, the Company has recognised such increase in stake in subsidiary at the cost of such investments. Post this acquisition, Company’s stake has increased to 95%. The Company has made provision for impairment amounting to INR 3.68 crore (previous year INR 3.68 crore).
d) Pursuant to the Sale Certificate dated 16 November 2022 (Sale Certificate) and the Hon’ble National Company Law Tribunal, Principal Bench, New Delhi (“Hon’ble NCLT”) Order dated 28 September 2022 the Company had submitted the terms of Implementation of Acquisition including the relief and concessions to the Liquidator for filing before the Hon’ble NCLT during the year ended 31 March 2023. Pursuant to the Sale Certificate, by virtue of appointment of the nominees of the Company on the Board of Directors of Rathi Super Steel Limited (“RSSL”), RSSL had been considered as a subsidiary of the Company with effect from 16 November 2022.
The Company received an order dated 15 June 2023 on the terms of implementation of the aforementioned acquisition, which is under consultation with the legal experts and is also subject to completion of procedural and other necessary compliances of relevant provisions of applicable laws. The purchase consideration of INR 205 crores paid by the Company had been considered as advance for investment in a subsidiary company in each financial year. During the year ended 31 March 2024, RSSL had issued 4.5 crores equity shares of INR 10 each to the Company amounting to INR 45 crores on 01 December 2023, which was shown as investment in the books of the Company and the balance amount of INR 160 crores has been shown as Inter-corporate debt (ICD). Rathi super steel Limited is now known as JSL Super Steel Limited.
36 During the year ended 31 March 2023, the shareholders of the Company, through postal ballot, had approved to make Jindal United Steel Limited (‘JUSL’), a wholly owned subsidiary of the Company, through acquisition of 341,589,879 equity shares comprising 74% of the paid-up equity share capital of JUSL, subject to requisite approval(s), for an aggregate consideration of INR 958 crores. During the year ended 31 March 2024, the Company acquired the remaining 74% stake in Jindal United Steel Limited, the then an associate company, thereby making it a wholly owned subsidiary of the Company.
37 With a view to secure its long term availability of nickel, the Company had entered into a collaboration agreement for an investment of upto USD 157 million for development, construction and operation of a Nickel Pig Iron smelter facility in Indonesia. During the year ended 31 March 2024, as part of the said agreement, the Company acquired 49% equity interest of PT Cosan Metal Industry, Indonesia (“PTCMI”) through acquisition of 100% stake in Sungai Lestari Investment Pte. Ltd., Singapore (“Sungai”) for a consideration of INR 527.69 crores (USD 64.19 million) on 17 April 2023. The Company in 2023¬ 24, made further investment of INR 81.83 crores (USD 9.83 million) in Sungai for subscription towards 49,298 equity shares and also granted a loan of INR 384.14 crores (USD 46.06 million) to Sungai. Accordingly, the Company had recognised the investments in Sungai as a subsidiary at the cost of such investments.
38 During the year ended 31 March 2025, the Company has acquired 12.375 crores equity shares of INR 10 each making further investment of INR 123.75 crores (INR 13.75 crores invested during the year ended 31 March 2024) against 26% equity stake in Renew Green (MHS ONE) Private Limited (“Renew”) for setting up a captive power plant for its Jajpur facility, in terms of the agreement signed with Renew. Renew continues to be an associate company.
39 (a) In furtherance to the approval accorded by the Board of Directors at its meeting held on 01 May 2024, the Company
has, on 04 June 2024, acquired 54% equity stake in Chromeni Steels Private Limited (“CSPL”) by acquiring 40 lacs equity shares of USD 1 each (100% stake) of Evergreat International Investment Pte Ltd, Singapore (‘‘EIPL’’) for a consideration of INR 41.92 crores. Consequently, EIPL has become a wholly owned subsidiary, and CSPL a step-down subsidiary of the Company with effect from 04 June 2024. The Company has also taken over debt of EIPL amounting to INR 1,286.62 crores at the time of acquisition.
(b) Subsequently, in furtherance to the approval accorded by the Board of Directors at its meeting held on 14 June 2024, the Company has, on 15 June 2024, acquired 8.97 crores equity shares of INR 1 each (balance 46% equity stake) in CSPL for a consideration of INR 188.18 crores thereby making CSPL a wholly owned subsidiary of the Company with effect from 15 June 2024. The Company has also taken over debt of CSPL amounting to INR 90.01 crores. The Company has recognised the aforesaid investments in EIPL and CSPL, as subsidiaries, at the cost of such investments.
40 a) Estimated amount of contracts remaining to be executed for the acquisition of property, plant and equipment’s
(capital expenditure) and not provided for (net of capital advances read with note 7) is INR 1,635.01 crores (previous year INR 1,127.12 crores).
b) Other commitments related to financial support/capital infusion in associate and subsidiaries is INR 376.13 crores (previous year INR 515.65 crores ).
c) Export obligations pending against import made under EPCG scheme is INR 1,761.73 crores (previous year INR 3,742.12 crores).
d) Distribution of dividends [refer footnote to note 14]
‘Local Area Development Tax Act / Entry Tax Act
1 The Company had challenged the legality of Local Area Development Tax Act (LADT Act) / Entry Tax Act in the state of Haryana before the Hon’ble Punjab and Haryana High Court / Supreme Court of India. Subsequently, on the SLP of the Haryana Government, Constitutional Bench of the Hon’ble Supreme vide its judgement dated 11 November 2016 held the applicability of entry tax valid on compensatory ground and directed its Divisional/ Regular Bench for examining the provisions of the state legislation on the issue of discrimination with respect to the parameters of Article 304 (a) of the Constitution and competence of state legislatures to levy entry tax on goods entering the landmass of India from another country. The division bench of Hon’ble Supreme Court vide its order dated 21 March 2017 (declared on 20 May 2017) remanded back the matter and permitted the petitioners to file petition before respective High Court to decide on factual background or any other constitutional/ statutory issues arises for consideration. The company accordingly filed Civil Writ Petition before Hon’ble High Court of Punjab & Haryana on 30 May 2017. The Hon’ble High Court granted interim relief by order for stay of demand on 31 May 2017 till any further direction.
In the meanwhile, the division bench of Hon’ble Supreme Court of India vide its order dated 09 October 2017 has upheld the legislative competence of the State Legislatures to levy Entry Tax on Import of goods from any territory outside India while examining the Entry Tax legislations of the State of Odisha, Kerala and Bihar.
The Haryana Excise and Taxation Department issued Removal of Difficulties (ROD) dated 11 December 2024 u/s 174 of Haryana GST Act 2017 and notified Rules under Entry Tax Act, 2008. Pursuant to this, the State Authority issued Assessment notices for the FY 2010-11 to 2017-18 to complete Assessment under Entry Tax Act. Various writ petitions have once again been filed in 2025 including that by the Company challenging the said action of the Government of Haryana, before the Hon’ble High Court of Punjab & Haryana. These writ petitions are currently pending as of date.
The Company has made necessary provisions in this regard based on its own assessment and calculation. In view of above, Interest/ penalty if any, will be accounted for as and when this is finally determined/ decided by the Hon’ble Court.
2 The Company had challenged the legality of Orissa Entry Tax Act, 1999 before the Hon’ble Supreme Court. The order dated 09 October 2017 of Divisional bench of the Hon’ble Supreme Court read with the order dated 11 November 2016 of Nine Judge Bench of Hon’ble Supreme Court, decided some of the issues and granted opportunity to the petitioners for filing revival petition within 30 days for deciding the issue of discrimination under Article 304(a) as per law laid down by Nine Judges Bench of the Hon’ble Supreme Court. The Company has filed revival petition before the Hon’ble High Court of Orissa on the ground of discrimination under Article 304(a), as per the direction of the Hon’ble Supreme Court. The mater is pending before the Hon’ble High Court for final hearing with a batch of similar petitions. However, another Writ petition is pending before the Hon’ble High Court where in interest/penalty (if any) had been stayed by Hon’ble High Court of Orissa till the final disposal of the matter and the same tagged to the revival petition to be heard on the ground of discrimination under Article 304(a), as per the direction of the Hon’ble Supreme Court.
I n the meantime, so far as the interest matter is concerned, the Orissa High Court has delivered a Judgement dated 15 March 2023 in a batch of writ petitions including JSL wherein the levy of interest was challenged. In the said judgement the High Court while quashing the orders levying interest and also holding that the petitioners were prevented by sufficient cause in not paying the balance tax demand, have also directed that on all the amounts which were stayed by the Supreme Court and the High Court and the petitioners did not pay the same on the due dates, the petitioners should compensate the state government by paying simple interest @ of 9% per annum. JSL has challenged the said judgement in a special leave petition before the Hon’ble Supreme Court of India. The Hon’ble Apex court on dated 05 July 2023 has granted us interim protection till further orders.
Based on the order of the Hon’ble High Court dated 15 March 2023 the appellate authority has disposed the Appeal which was pending before it upholding interest @9% on the above rationale and the Company preferred second Appeal before the Odisha Sales Tax Tribunal challenging the said judgement.
# The constitution Bench of Nine Judges of the Hon’ble Supreme Court vide its judgement dated 25 July 2024 and Order dated 14 August 2024 has ruled that the Mines and Minerals (Development & Regulation) Act does not prevent the States from levying tax on mineral rights. Based on independent legal opinion, pending clarity on the various issues involved, the impact of aforementioned matter on the Company is currently unascertainable.
All the above matters are subject to legal proceedings in the ordinary course of business. In the opinion of the management, the legal proceedings, when ultimately concluded, are not likely to have a material effect on the results of the operations or financial position of the Company.
(x) Risk exposures:
Valuations are based on certain assumptions, which are dynamic in nature and vary over time. As such valuation of the Company is exposed to follow risks -
A) Salary increases: Higher than expected increases in salary will increase the defined benefit obligation.
B) Interest Rate Risk: The defined benefit obligation represents the present value of future cash flows expected to be paid from the plan, calculated using prevailing interest rates. Although changes in interest rates do not impact the actual cash flows from the scheme, they do affect the value of the liability (defined benefit obligation), thereby impacting the Company’s balance sheet and profit and loss statement.
C) Inflation Risk: Benefits under the scheme are directly or indirectly linked to inflation. In a high inflationary environment, the Company is expected to incur higher costs, such as increased salary raises for employees, which in turn increases benefits linked to salary.
D) Demographic Risk: When determining the defined benefit scheme, it is assumed that employees will follow certain patterns of attrition or mortality. If the actual trends differ from these assumptions, the Company may incur costs different from those provisioned.
E) Liquidity Risk: The plan’s future cash flows are uncertain, which exposes the Company to potential short-term liquidity mismatches. This may result in difficulties in meeting plan cash flows with regular cash flows.
F) Investment Risk: Plans funded with assets are exposed to market fluctuations in asset values. The Company may experience these fluctuations impacting its balance sheet and profit and loss statement.
G) Regulatory Risk: There is a risk of changes in regulatory requirements that impact plan rules. For example, changes in accrual rates, maximum limits, or the salary definitions used in plan benefit calculations can pose risks.
D a) Provident fund trust:
During the year ended 31 March 2025, the Company surrendered its Provident Fund Trust “Jindal Stainless EPF Trust”, w.e.f. 01 October 2024 with Employees Provident Fund Organization, Rohtak (EPFO). The Company/Trust has deposited the entire corpus of the qualifying employees with EPFO. The Company believes that the corpus deposited with EPFO is sufficient to cover the qualifying employee’s Provident Fund liability as on 31 March 2025 and no further liability shall accrue to the Company on account of surrender of its provident fund trust. The Company now falls under Un-Exempted Establishment.
The final gazette notification of surrender of exemption will be issued by EPFO/Labour Ministry after completion of their statutory formalities.
b) Gratuity fund trust:
The Company sponsors funded defined benefit plans for all qualifying employees. The level of benefits provided depends on the member’s length of service and salary at retirement age.
The gratuity plan is covered by The Payment of Gratuity Act, 1972. Under the gratuity plan, the eligible employees are entitled to post-retirement benefit at the rate of 15 days’ salary for each year of service until the retirement age of 60 years for GM & Above and 58 years for below GM, without any payment ceiling. The vesting period for gratuity as payable under The Payment of Gratuity Act, 1972 is 5 years.
The funds are managed by Jindal Stainless Employees Group Gratuity Trust, Jindal Stainless (Hisar) Limited Employee Group Gratuity Trust, Jindal Stainless (Hisar) Limited (Ferro alloys) Employee Group Gratuity Scheme and Jindal Stainless Corporate Management Services Employee Gratuity Trust which are governed by the Board of Trustees. The Board of Trustees is responsible for the administration of the plan assets and for the definition of the investment strategy. Each year, the Board of Trustees reviews the level of funding in the gratuity plan. Such a review includes the asset-liability matching strategy and investment risk management policy.
45 Employee share based payment:
The Board of Directors and Shareholders of the Company at their meetings held on 26 July 2023 and 22 September 2023 respectively, had approved the ‘JSL - Employee Stock Option Scheme 2023’ (“ESOP Scheme”) which provided for grant of, in one or more tranches, not exceeding 12,350,000 Options (comprising of 6,175,000 Employee Stock Options (‘‘ESOPs’’) and 6,175,000 Restricted Stock Units (“RSUs”)).
The Company has set up a trust “JSL Employee Welfare Trust” to administer the ESOP Scheme under which employee stock options will be granted to the eligible employees of the Company, subsidiary companies and contractor.
In accordance with the Scheme, the Nomination & Remuneration Committee of the Company granted stock options to the eligible employees of the Company, subsidiary companies and contractor, as per the details below:
Grant I: At its meeting held on 29 December 2023, Grant of 1,568,266 Options comprising of 784,133 Employee Stock Options (‘‘ESOPs’’) at an exercise price of INR 285.65/- per ESOP (priced at 50% discount on latest available closing market price of equity shares of the Company on 28 December 2023) and 784,133 Restricted Stock Units (RSUs) at an exercise price of INR 2/- per RSU (priced at face value of equity shares), with each Option exercisable into corresponding number of equity shares of face value of INR 2/- each fully paid-up.
Grant II: At its meeting held on 15 May 2024, Grant of 119,038 Options comprising of 59,519 ESOPs at an exercise price of INR 355.80/- per ESOP (priced at 50% discount on latest available closing market price of equity shares of the Company on 14 May 2024) and 59,519 RSUs at an exercise price of INR 2/- per RSU (priced at face value of equity shares), with each Option exercisable into corresponding number of equity shares of face value of INR 2/- each fully paid-up.
Grant III: At its meeting held on 30 December 2024, Grant of 1,242,736 Options comprising of 621,368 ESOPs at an exercise price of INR 368/- per ESOP (priced at 50% discount on latest available closing market price of equity shares of the Company on 27 December 2024) and 621,368 RSUs at an exercise price of INR 2/- per RSU (priced at face value of equity shares), with each Option exercisable into corresponding number of equity shares of face value of INR 2/- each fully paid-up.
Accordingly 2,930,040 Options have been granted till 31 March 2025 (comprising of 1,465,020 ESOPs and 1,465,020 RSUs).
Grant IV: Subsequent to the year ended 31 March 2025, at its meeting held on 06 May 2025, Grant of 373,982 Options comprising of 186,991 ESOPs at an exercise price of INR 293.00/- per ESOP (priced at 50% discount on latest available closing market price of equity shares of the Company on 05 May 2025) and 186,991 RSUs at an exercise price of INR 2/- per RSU (priced at face value of equity shares), with each Option exercisable into corresponding number of equity shares of face value of INR 2/- each fully paid-up.
The vesting period is spread over a period of 4 years with 25 % Options vesting each year from the first anniversary of grant, subject to vesting conditions. All Options upon vesting shall be exercisable during the Exercise period of 4 (Four) years.
VII Assumptions
Stock Price: Closing price on National Stock Exchange, one day prior to the date of the grant
Volatility: The expected price volatility is based on the historic volatility, adjusted for any expected changes to future volatility due to publicy available information
Risk-free rate of return: The risk-free interest rate being considered for the calculation is the interest rate applicable for a maturity equal to the expected life of the options based on the zero-coupon yield curve for Government Securities
Exercise Price: Exercise Price of each specific grant has been considered.
Time to Maturity: Time to Maturity / Expected Life of options is the period for which the Company expects the options to be alive.
Expected divided yield: Expected dividend yield has been calculated basis the last dividend declared by the Company before the date of grant for one financial year
46 Lease related disclosures
The Company has leases for the factory land, warehouses, plant and machinery and related facilities. With the exception of short-term leases and leases of low-value underlying assets, each lease is reflected on the balance sheet as a right-of-use asset and a lease liability. Variable lease payments which do not depend on an index or a rate are excluded from the initial measurement of the lease liability and right of use assets. The Company classifies its right-of-use assets in a consistent manner in its property, plant and equipment.
Each lease generally imposes a restriction that, unless there is a contractual right for the Company to sublease the asset to another party, the right-of-use asset can only be used by the Company. Some leases contain an option to extend the lease for a further term. The Company is prohibited from selling or pledging the underlying leased assets as security.
47 Operating segments
In accordance with Ind AS 108 ‘Operating Segments’, the Board of Directors of the Company, being the Chief Operating Decision Maker of the Company, has determined “Stainless steel products” as the only operating segment.
Further, in terms of paragraph 31 of Ind AS 108, entity wide disclosures have been presented in the consolidated financial statements which are presented in the same financial report.
Level 1: Quoted prices for identical instruments in an active market;
Level 2: Directly (i.e. as prices) or indirectly (i.e. derived from prices) observable market inputs, other than Level 1 inputs; and
Level 3: Inputs which are not based on observable market data (unobservable inputs). Fair values are determined in whole
or in part using a net asset value or valuation model based on assumptions that are neither supported by prices from
observable current market transactions in the same instrument nor are they based on available market data.
Valuation process and technique used to determine fair value
(i) The fair value of investments in quoted equity shares is based on the current bid price of respective investment as at the balance sheet date.
(ii) The fair value of investments in unquoted equity shares is estimated at their respective costs, since those companies do not have any significant operations and there has neither been any significant change in their performance since initial recognition nor there is any expectation of such changes in foreseeable future.
(iii) The Company enters into forward contracts with banks for hedging foreign currency risk of its borrowings and receivables and payables arising from import and export of goods. Fair values of such forward contracts are determined based on spot current exchange rates and forward foreign currency exchange premiums on similar contracts for the remaining maturity on the balance sheet date.
B.1 Fair value of instruments measured at amortised cost
Fair value of instruments measured at amortised cost for which fair value is disclosed is as follows, these fair values are
calculated using Level 3 inputs:
The management assessed that fair values of current loans, other current financial assets, cash and cash equivalents, other bank balances, trade receivables, current investments, short term borrowings, trade payables and other current financial liabilities approximate their respective carrying amounts largely due to the short-term maturities of these instruments. The fair value of the financial assets and liabilities is disclosed at the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale. The following methods and assumptions were used to estimate the fair values:
(i) Non-current investments, long-term loans and advances and non-current financial liabilities are evaluated by the Company based on parameters such as interest rates, individual creditworthiness of the counterparty/borrower and other market risk factors.
(ii) The fair values of the Company’s fixed interest-bearing liabilities, loans and receivables are determined by applying discounted cash flows (‘DCF’) method, using discount rate that reflects the issuer’s borrowing rate as at the end of the reporting period. The own non-performance risk as at 31 March 2025 was assessed to be insignificant.
(iii) Most of the long term borrowing facilities availed by the Company from unrelated / related parties are variable rate facilities which are subject to changes in underlying interest rate indices. Further, the credit spread on these facilities are subject to change with changes in Company’s credit worthiness. The management believes that the current rate of interest on these loans are in close approximation from market rates applicable to the Company. Therefore, the management estimates that the fair value of these borrowings are approximate to their respective carrying values.
C Financial risk management
Risk management
The Company’s activities expose it to market risk, liquidity risk and credit risk. The Company’s Board of Directors has overall responsibility for the establishment and oversight of the Company’s risk management framework. This note explains the sources of risk which the entity is exposed to and how the entity manages the risk and the related impact in the financial statements.
The Company’s risk management is carried out by a central treasury department (of the Company) under policies approved by the Board of Directors. The Board of Directors provides written principles for overall risk management, as well as policies covering specific areas, such as foreign exchange risk, interest rate risk, credit risk and investment of excess liquidity.
C.1 Credit risk
Credit risk is the risk that a counterparty fails to discharge its obligation to the Company. The Company’s exposure to credit risk is influenced mainly by investments in redeemable preference shares, cash and cash equivalents, trade receivables, derivative financial instruments and other financial assets measured at amortised cost. The Company continuously monitors defaults of customers and other counterparties and incorporates this information into its credit risk controls.
(a) Credit risk management
The Company assesses and manages credit risk based on internal credit rating system. Internal credit rating is performed for each class of financial instruments with different characteristics. The Company assigns the following credit ratings to each class of financial assets based on the assumptions, inputs and factors specific to the class of financial assets.
(i) Low credit risk
(ii) Moderate credit risk
(iii) High credit risk
Based on business environment in which the Company operates, a default on a financial asset is considered when the counter party fails to make payments within the agreed time period as per contract. Loss rates reflecting defaults are based on actual credit loss experience and considering differences between current and historical economic conditions.
Assets are written off when there is no reasonable expectation of recovery, such as a debtor declaring bankruptcy or a litigation decided against the Company. The Company continues to engage with parties whose balances are written off and attempts to enforce repayment. Recoveries made are recognised in statement of profit and loss.
In respect of financial assets carried at amortised cost, other than trade receivables, the management has evaluated that as at 31 March 2025 and 31 March 2024, the credit risk is low and hence, allowance, if any, is measured at 12-month expected credit loss.
In respect of trade receivables, the Company is required to follow simplified approach and accordingly, allowance is recognised for lifetime expected credit losses.
Cash and cash equivalents and bank deposits
Credit risk related to cash and cash equivalents and bank deposits is managed by only accepting highly rated banks and diversifying bank deposits and accounts in different banks across the country.
Derivative financial instruments
Derivative financial instruments are considered to have low credit risk since the contracts are with reputable financial institutions, most of which have an ‘investment grade’ credit rating.
Trade receivables
Trade receivables are generally unsecured and non-interest bearing. There is no significant concentration of credit risk. The Company’s credit risk management policy in relation to trade receivables involves periodically assessing the financial reliability of customers, taking into account their financial position, past experience and other factors. The utilization of credit limit is regularly monitored and a significant element of credit risk is covered by credit insurance. The Company’s credit risk is mainly confined to the risk of customers defaulting against credit sales made. Outstanding trade receivables are regularly monitored by the Company. The Company has also taken advances and security deposits from its customers, which mitigate the credit risk to an extent. In respect of trade receivables, the Company recognises a provision for lifetime expected credit losses after evaluating the individual probabilities of default of its customers which are duly based on the inputs received from the marketing teams of the Company.
Other financial assets measured at amortised cost
I nvestments in redeemable preference shares of associate/ subsidiaries companies, loans (comprising security deposits and loan to a subsidiary) and other financial assets are considered to have low credit risk since there is a low risk of default by the counterparties owing to their strong capacity to meet contractual cash flow obligations in the near term. Credit risk related to these other financial assets is managed by monitoring the recoverability of such amounts continuously, while at the same time internal control system in place ensure the amounts are within defined limits.
(b) Expected credit losses for financial assets (i) Financial assets (other than trade receivables)
The Company provides for expected credit losses on loans and advances other than trade receivables by assessing individual financial instruments for expectation of any credit losses.
• For cash and cash equivalents, other bank balances and derivative financial instruments- Since the Company deals with only high-rated banks and financial institutions, credit risk in respect of cash and cash equivalents, derivative financial instruments, other bank balances and bank deposits are evaluated to be very low.
• For loans comprising security deposits paid - Credit risk is considered low because the Company is in possession of the underlying assets.
• For other financial assets - Credit risk is evaluated based on the Companies knowledge of the credit worthiness of those parties and loss allowance is measured. For such financial assets, the Company policy is to provide for 12 month expected credit losses upon initial recognition and provide for lifetime expected credit losses upon significant
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As at 31 March 2025 and 31 March 2024, management has evaluated that the probability of default of outstanding financial assets (other than trade receivables) is insignificant and therefore, no allowance for expected credit losses has been recognised.
(ii) Expected credit loss for trade receivables under simplified approach
I n respect of trade receivables, the Company measures the loss allowance at an amount equal to lifetime expected credit losses using a simplified approach.
Based on evaluation of historical credit loss experience, management considers an insignificant probability of default in respect of receivables which are less than one year overdue. Receivables which are more than one year overdue are analysed individually and allowance for expected credit loss is recognised accordingly.
C.2 Liquidity risk
Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Company’s approach to managing liquidity is to ensure as far as possible that it will have sufficient liquidity to meet its liabilities when they are due.
Management monitors rolling forecasts of the Company liquidity position and cash and cash equivalents on the basis of expected cash flows. The Company takes into account the liquidity of the market in which the entity operates.
C.3 Market risk
(a) Foreign currency risk
The Company is exposed to foreign exchange risk in the normal course of its business. Multiple currency exposures arise from commercial transactions like sales, purchases, borrowings, recognized financial assets and liabilities (monetary items). Certain transactions of the Company act as natural hedge as a portion of both assets and liabilities are denominated in similar foreign currencies. For the remaining exposure to foreign exchange risk, the Company adopts the policy of selective hedging based on risk perception of management. Foreign exchange hedging contracts are carried at fair value. Foreign currency exposures that are not hedged by derivative instruments outstanding as on the balance sheet date are as under:
(ii) Financial assets
The Company’s investments in redeemable preference shares of its subsidiary and other companies, debentures in subsidiary company and government securities, loan to a related party and deposits with banks are carried at amortised cost and are fixed/variable rate instruments. They are, therefore, not subject to interest rate risk as defined in Ind AS 107, since neither the carrying amount nor the future cash flows will fluctuate because of a change in market interest rates. The Company’s investments in fixed deposits carry fixed interest rates.
(c) Price risk (i) Exposure
The Company’s exposure to price risk arises from investments held and classified in the balance sheet either as fair value through other comprehensive income or at fair value through profit or loss. To manage the price risk arising from investments, the Company diversifies its portfolio of assets.
The Company has complied with the relevant provisions of the Foreign Exchange Management Act, 1999 (42 of 1999) and the Companies Act for the above transactions and the transactions are not violative of the Prevention of Money-Laundering Act, 2002 (15 of 2003)
iv) The Company has not received any fund from any person(s) or entity(ies), including foreign entities (funding party) with the understanding (whether recorded in writing or otherwise) that the Company shall:
(a) 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
(b) provide any guarantee, security or the like on behalf of the ultimate beneficiaries
v) The Company does not have any such transaction which is not recorded in the books of accounts that has been
surrendered or disclosed as income during the year in the tax assessments under the Income-tax Act, 1961 (such as, search or survey or any other relevant provisions of the Income Tax Act, 1961.
vi) The Company is not declared wilful defaulter by bank or financials institution or lender during the year.
vii) The Company does not have any charges or satisfaction which is yet to be registered with ROC beyond the
statutory period.
viii) The Company does not have any transactions and outstanding balances during the current as well previous year with Companies struck off under section 248 of the Companies Act, 2013 or section 560 of the Companies Act, 1956.
ix) Quarterly returns or statements of current assets filed by the Company with banks are in agreement with the unaudited books of accounts and no material discrepancy was noticed with the reviewed/ audited books of account.
x) The Company has complied with the number of layers prescribed under clause (87) of section 2 of the Companies Act, 2013 read with the Companies (restriction on number of layers) Rule, 2017.
57 Capital Management
The Company’s capital management objectives are to ensure the long term sustenance of the Company as a going concern while maintaining healthy capital ratios, strong external credit rating and to maximise the return for stakeholders.
The Company manages its capital structure and makes adjustments to it in the light of changes in economic conditions, to support the need of operations and to mitigate the risks, if any. In order to maintain or adjust the capital structure, the Company may deploy cash accruals towards growth/ capital expansion, evaluate new financing options including means of raising finance (bank loans, debt capital market), refinance existing loans, monetize assets, infuse capital (equity/ preference) through public offering/ private placement/ preferential allotment, adjust the amount of dividends, reduce equity capital etc. The Company also judiciously manages its capital allocations towards different various purposes viz. sustenance, expansion, strategic acquisition/ initiatives and/ or to monetize market opportunities.
58 Code on Social Security
The Code of Social Security, 2020 (“Code”) relating to employee benefits during employment and post employment received Presidential assent in September 2020. Subsequently the Ministry of Labour and Employment had released the draft rules on the aforementioned code. However, the same is yet to be notified. The Company will evaluate the impact and make necessary adjustments to the financial statements in the period when the code will come into effect.
59 The Ministry of Corporate Affairs (MCA) has prescribed a requirement for companies under the proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 inserted by the Companies (Accounts) Amendment Rules, 2021 requiring companies, which uses accounting software for maintaining its books of account, shall use only such accounting software which has a feature of recording audit trail of each and every transaction, creating an edit log of each change made in the books of account along with the date when such changes were made and ensuring that the audit trail cannot be disabled.
The Company has used an accounting software for maintaining its books of account which has a feature of recording audit trail (edit log) facility and the same was enabled at the application level throughout the year. The feature of recording audit trail (edit log) at the database level for the said accounting software to log any direct data changes was enabled with effect from 19 December 2024.
60 Previous year’s figures have been regrouped/ reclassified wherever necessary, the impact of such reclassification/ regrouping is not material to the financial statements.
The accompanying notes form an integral part of these standalone financial statements.
As per our report of even date attached For and on behalf of the Board of Directors
For Walker Chandiok & Co LLP For Lodha & Co LLP Abhyuday Jindal Tarun Kumar Khulbe
Chartered Accountants Chartered Accountants Managing Director Chief Executive officer and
Firm Registration no. Firm Registration no. DIN 0729 0474 Whole Time Director
001076N/N500013 301051E/E300284 DIN 07302532
Kaushal Kishore N K Lodha Navneet Raghuvanshi
Partner Partner Company Secretary
Membership No. 090075 Membership No. 085155 Membership No. A14657
Place: New Delhi Date: 08 May 2025
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