అకౌంట్స్ గమనికలుAztec Fluids & Machinery Ltd.

Mar 31, 2025

* The Company has completed Initial Public Offer of 36,00,000 Equity Shares of the face value of Rs.10 each at an issue price of Rs. 67 per Equity Share, comprising fresh issue of 36,00,000 shares aggregating to Rs. 24.12 Crores. The Equity Shares of the Company were listed on 17th May, 2024 on SME Plateform of BSE Limited.

# During the FY 23-24 company has issued bonus shares in proportion of 4:1 of present share holding.

The Company has completed Initial Public Offer of 36,00,000 Equity Shares of the face value of Rs.10 each at an issue price of Rs. 67 per Equity Share (Including Security Premium of Rs. 57 per equity share), comprising fresh issue of 36,00,000 shares aggregating to Rs. 24.12 Crores during the FY 24-25.

During the year, the Board of Directors of the Company at its meeting held on 24th August, 2024, declared an interim dividend of Rs. 0.5/- per equity share i.e. @ 5% of face value of Rs. 10/- for the financial year 2024-25 absorbing a sum of Rs. 68.00 lakkhs.

* During the FY 23-24 the company has issued bonus shares of 80,00,000 at Rs. 10 each by capitalising reserves & surplus balances.

1. Terms/rights attached to equity shares:

1. The company has only one class of shares referred to as equity shares having a par value of Rs.10/-. Each holder of equity shares is entitled to one vote per share.

ii. In the event of liquidation of the Company, the holders of equity shares shall be entitled to receive any of the remaining assets of the Company, after distribution of all preferential amounts. The amount distributed will be in proportion to the number of equity shares held by the shareholders.

2. Company does not have any Revaluation Reserve.

3. The reconciliation of the number of Equity shares outstanding as at: -

6. Equity shares movement during the 5 years preceding March 31, 2025i) Equity shares issued

The Company has completed Initial Public Offer of 36,00,000 Equity Shares of the face value of Rs.10 each at an issue price of Rs. 67 per Equity Share, comprising fresh issue of 36,00,000 shares aggregating to Rs. 24.12 Crores during the FY 24-25.

The Company allotted 80,00,000 equity shares as fully paid up bonus shares by capitalisation of reserves & surplus balances during the FY 23-24

The Company allotted 19,90,000 equity shares as fully paid up bonus shares by capitalisation of reserves & surplus balances during the FY 2022-23.

NOTE - 29 : EARNING PER SHARE

Basic EPS amounts are calculated by dividing the profit for the year attributable to equity shareholders of the Company by the weighted average number of equity shares outstanding during the year

Diluted EPS amounts are calculated by dividing the profit attributable to equity shareholders of the Company by the weighted average number of Equity shares outstanding during the year plus the weighted average number of Equity shares that would be issued on conversion of all the dilutive potential Equity shares into Equity shares.

* As of 31.03.2025, Balance of Claims against the company not acknowledged as debts (TDS Defaults) is Rs. 9900 whereas as on 31.03.24 it of Rs. 34620.

** The Company has been issued an Order under section 73 of the CGST Act, 2017 - In form of GST DRC-07 dated:-25/12/2023. According to the department, demand is created for the various reasons as mentioned in the said order along with the interest and penalty liabilities thereon for tax period Jul-17 to Mar-18 amounting to Rs. 70,008/. Further, Revisional Proceedings has been submitted with the GST Department and decision yet to pending in this regard.

*** Warranty charges includes replacement and repairs of printers and spares parts wherein number of spare parts being returned under a warranty scheme is unknown or uncertain. However, the exact value of the obligation cannot be quantified and hence the company has shown the warranty cost under contingent liability and amount are determined based on reasonable estaimtes.

4 Corporate Social Responsibility

As per Section 135 of the Companies Act, 2013, a Company, meeting the applicability threshold, needs to spend at least 2% of its average net profit for the immediately preceding three financial years on corporate social responsibility (CSR) activities. The areas for CSR activities are Schedule VII(ii) promoting education, including special education and employment enhancing vocation skills. A CSR committee has been formed by the Company as per the Act. The funds are utilized through the year on these activities which are specified in Schedule VII of the Companies Act, 2013.

Note - 33 : Other Statutory Disclosures as per Companies Act, 20131 Issue of Equity Shares and Utilisation of proceeds from IPO

The Company has completed Initial Public Offer of 36,00,000 Equity Shares of the face value of Rs.10 each at an issue price of Rs. 67 per Equity Share (Including Security Premium of Rs. 57 per equity share), comprising fresh issue of 36,00,000 shares aggregating to Rs. 24.12 Crores during the FY 24-25. Pursuant to the IPO, the equity shares of the Company were listed on SME Platform of Bombay Stock Exchange of India limited (BSE) on 17th May, 2024.

2 Acquisition of Subsidiary Company

On May 31, 2024, the Company acquired equity stake 100.00% in Jet Inks Private Limited, a company engaged in the same line of business for a consideration of Rs. 1700.00 lakhs.

3 Regrouping

These financial statements have been prepared in the format prescribed by the Revised Schedule III to the Companies Act 2013. Previous year figures have been regrouped / re-classified to confirm to the classification of the current period.

ii) Defined Benefit Plan

The Company provides for gratuity for employees in India as per the Payment of Gratuity Act, 1972. Employees who are in continuous service for a period of 5 years are eligible for gratuity. The amount of gratuity payable on retirement/termination is the employees lastdrawn basic salary per month computed proportionately for 15 days salary multiplied for the number of years of service calculated on actuarial basis. The gratuity plan is a unfunded plan. The retirement age for the employees is 60 years.

6 Segment Reporting

The company operates in a single segment i.e. "Manufacturing of Printers, trading of inks used therein and consumables thereof” and hence does not have any additional disclosures to be made under AS - 17 Segment Reporting

7 Events after reporting date

No Significant Subsequent events have been observed which may require an adjustments to the standalone financial statements.

8 Additional Regulatory Information ( as per the Schedule III requirements)i) Details of Benami Property held

The Company does not have any Benami property, where any proceeding has been initiated or pending against the Company for holding any Benami property.

ii) Compliance with approved Scheme(s) of Arrangements

There is no Scheme of Arrangements approved by the Competent Authority in terms of sections 230 to 237 of the Companies Act, 2013

iii) Wilful Defaulter

The company is not declared as wilful defaulter by any bank or financial Institution or other lender.

iv) Relationship with Struck off Companies

The company has reviewed transactions to identify if there are any transactions with struck off companies. To the extent information is available on struck off companies, there are no transactions with struck off companies.

v) Loans or Advances in the nature of loans granted to promoters, directors, KMPs and the related parties

There is no Loans or advances granted to the Promoters, directors, KMP and the relative of their during the period ended March 2025.

vi) Registration of charges with Registrar of Companies

The company has register all it''s charges within time or extended time period given in the companies act, 2013.

vii) Utilisation of Borrowed funds and share premium

A) The company have not advanced or loaned or invested funds to any other person(s) or entity (ies), including foreign entities (Intermediaries) with the understanding that the Intermediary shall:

(1) Directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the company (Ultimate Beneficiaries) or

(2) Provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.

B) The company have 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:

(1) 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

(2) Provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries,

viii) The Company has not traded or invested in Crypto currency or Virtual Currency during the financial year.

ix) The Company is in compliance with the number of layers prescribed under Clause (87) of Section 2 of the Companies Act read with the Companies (Restriction on number of Layers) Rules, 2017

x) The Company has borrowings from banks on the basis of security of current assets. The quarterly returns or statements of current assets filed by the Company with banks or financial institutions are generally in agreement with the books of accounts except some minor differences which are not material to report.

xi) 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)

xii) Title deeds of Immovable Properties not held in name of the Company

No such assets held by the company as on year end March 31, 2025, and March 31, 2024.

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Mar 31, 2024

2.13 Provisions, Contingent liabilities and Contingent assets

A provision is recognised when the Company has a present obligation as a result of past event and it is probable that an outflow of resources will be required to settle the obligation, in respect of which reliable estimate can be made. Provisions (excluding retirement benefits and compensated absences) are not discounted to its present value and are determined based on best estimate required to settle the obligation at the balance sheet date. These are reviewed at each balance sheet date and adjusted to reflect the current best estimates. Contingent liabilities are not recognised in the financial statements. A contingent asset is neither recognised nor disclosed in the financial statements.

2.14 Earnings per Share

Basic earnings per share is calculated by dividing the profit or loss for the period attributable to the equity holders of the company by the weighted average number of ordinary shares outstanding during the Period/year. For the purpose 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.

2.15 Cash and cash equivalents

The Company considers all highly liquid financial instruments, which are readily convertible into known amount of cash that are subject to an insignificant risk of change in value and having original maturities of three months or less from the date of purchase, to be cash equivalents.

* During the FY 23-24 the company has issued bonus shares of 80,00,000 at Rs. 10 each by capitalising reserves & surplus balances.

* During the FY 23-23 the company has issued bonus shares of 19,90,000 at Rs. 10 each by capitalising reserves & surplus balances.

1. Terms/rights attached to equity shares:

1. The company has only one class of shares referred to as equity shares having a par value of Rs.10/-. Each holder of equity shares is entitled to one vote per share.

ii. In the event of liquidation of the Company, the holders of equity shares shall be entitled to receive any of the remaining assets of the Company, after distribution of all preferential amounts. The amount distributed will be in proportion to the number of equity shares held by the shareholders.

2. Company does not have any Revaluation Reserve.

6. Equity shares movement during the 5 years preceding March 31, 2024

i) Equity shares issued as bonus

The Company allotted 80,00,000 equity shares as fully paid up bonus shares by capitalisation of reserves & surplus balances during the FY 23-24

The Company allotted 19,90,000 equity shares as fully paid up bonus shares by capitalisation of reserves & surplus balances during the FY 2022-23.

Note: 1 Title deeds of Immovable Property not held in name of the Company:

The title deeds of all the immovable properties (other than properties where the Company is the lessee and the lease agreements are duly executed in favour of the lessee), as disclosed in "Note: I" on Property, plant and equipment to the financial statements, are held in the name of the Company.

Note: 2 There are no proceedings initiated or are pending against the Company for holding any benami property under the Prohibition of Benami Property Transactions Act, 1988 and rules made thereunder.

Note: 3 Wilful Defaulter

i. The Company has not defaulted in repayment of loans or other borrowings or in the payment of interest thereon to any lender

ii. The Company has not been declared wilful defaulter by any bank or financial institution or government or any government authority.

Note: 4 The Company has no transactions with companies struck off under section 248 of the Companies Act, 2013 or section 560 of the Companies Act, 1956.

Note: 5 Events Occurring After the Balance Sheet:

• The equity shares of the company have been listed with the BSE Limited ("BSE") i.e. the stock exchange on 17th May, 2024 on completion of its initial Public Offering (IPO). The Company has accordingly issued 36,00,000 equity shares of face value 10 each at a premium of 57 per share aggregating to 2412 lakhs.

• On 31.05.2024, the company acquired remaining 3892858 equity shares of Jet Inks Pvt. Ltd having face value Rs. 10 each at Premium of 25.96 per share aggregating to 1400 lakhs and hence, now Jet Inks Pvt. Ltd. became wholly owned subsidiary of the Aztec Fluids and Machinery Limited.

Note: 6 Registration of charges with Registrar of companies

The company has register all its charges within time or extended time period given in the Companies Act, 2013.

Note: 7 Contingent liabilities and commitments (to the extent not provided for)

A disclosure for a contingent liability is usually reported in the notes to financial restatements when there is a possible obligation that may, require an outflow of the Company''s resources.

Note: 8 Disclosure under Micro, Small and Medium Enterprises Development Act, 2006

Disclosure of the outstanding dues of Micro or Small Scale Industrial Enterprise(s) as per The Micro, Small & Medium Enterprise Development Act-2006, and the Company has disclosed in the Note No. F of the financial statement, the same as required by Schedule III to the Companies Act, 2013.

Note: 9 Related party transactions are already reported as per AS-18 of Companies (Accounting Standards) Rules, 2006, as amended, in the Note Z of the enclosed financial statements.

Note: 10 Deferred Tax liability/Asset in view of Accounting Standard - 22: "Accounting for Taxes on Income", the disclosure of the same has been reported in the Note C of the enclosed financial statement.

During the FY 23-24 the company has issued bonus shares of 80,00,000 at Rs. 10 each by capitalizing reserves & surplus balances. Thus, the total 1,00,00,000 equity shares have been considered while deriving EPS of the Company retrospectively for FY 22-23.

Note: 12 Regrouping

Previous year figures have been recasted/restated wherever necessary including those as required in keeping with revised Schedule III amendments.

For, K A R M A & Co. LLP Chartered Accountants FRN No. 127544W/W100376

Place: Ahmedabad Date: 06^th June, 2024

SD/-

CA Jignesh A. Dhaduk Designated Partner M.No.129149 UDIN: 24129149BKEBJO2134