5.6    The total cash outflows for leases amounts to ^ 372.33 lakhs (March 31, 2022: ^ 234.93 lakhs) (includes cash outflow for short term and long term leases).

5.7    The Company does not face a significant liquidity risk with regard to its lease liabilities as the current assets are sufficient to meet the obligations related to lease liabilities as and when they fall due.

6.1 The Company has not revalued its intangible assets as on each reporting year and therefore Schedule III disclosure requirements with respect to fair value details is not applicable.

6.2 Refer note 2.3 (c) for first time adoption options availed by the Company on the transition to Ind AS.

14.1 The cost of inventories recognised as an expense during the year was ^ 71705.14 lakhs (March 31, 2022: ^ 50893.94 lakhs). The Company has no write-down of inventory to net realisable value as at year ended March 31, 2023, March 31, 2022 and April 01, 2021.

15.3 The Company has used a practical expedient for 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 adjusted for forward-looking information. The expected credit loss allowance is based on the ageing of the days the receivables are due and the rates as given in the provision matrix.

15.5 Trade receivables from related parties are disclosed separately under note 39.

16.1 Details of non-cash transaction from financing activities

(a)    During the financial year ended March 31, 2023, the Company has reduced the face value of equity shares of INR 10/- each to INR 5/- each. Accordingly, 6,50,00,000 equity shares of INR 10/- each of the Company were sub-divided into 13,00,00,000 equity shares of INR 5/- each for NIL consideration.

(b)    During the financial year ended March 31, 2023, the Company had, via Shareholders' approval, utilised a sum of INR 97,49,00,000/-out of the Company's retained earnings and such amounts is transferred to the share capital account and is applied for issue and allotment of 9,74,90,000 equity shares of face value INR 10/- each ("Equity Shares") of the Company as bonus shares credited as fully paid-up, in the proportion of 6499:1, i.e. 6,499 (Six Thousand Four Hundred and Ninety Nine) new Equity Share for every 1 (One) Equity Shares held on on September 22, 2022 and in the proportion of 1:2, i.e. 1 (One) new Equity Share for every 2 (Two) Equity Shares held on February 24,2022 for NIL consideration.

18.1 Rights, preferences and restrictions attached to equity shares

(a)    Voting rights

amounts, in proportion to their share.    '    '    *"** ^{Shareholders are e}"e^{|ble t0} ^eive the remaining assets of the Company's after distribution of all preferential

(b)    Dividend distribution rights:

The Company's in its general meeting may declare dividends, but no dividend shall exceed the amount recommended by the Board

Subject to the provisions of section 123of the Companies Act, 2013, the Board may from time to time pay to the members such interim dividends as appear to it to be justified by the profits of the Company's.

(c)    Sub-Division of face value of equity shares of the Company:

were sub-divided into 13,00,00,000 (Thirteen CroreTeq^W sharei tJlN^StanR    ^ ^ ^    °^f '^NR ^    ^{RUPeeS Ten} °ⁿ'^{V) each} °^{f the company}

(d)    Issue of bonus shares to the equity shareholders of the Company

FheO^anlyj*eech.^{ll0nUS    exls}*^lnS '*^sued, paid-up and subscribed there capitel of the Company stands 't INR 97,SO,M,COO consisting of 19,50,00,000 equity shares of fece value of INR 5/- (Indian Rupees

m    TTJ'"™*"?'"'"¦*«:-»^a».7«."«™^|m=..»₈.f.h.»,m«,29.20J2.

Rupees Ten only) each and 75.00,000 (Seventy-Five Lakh) Preference Shares of INR 20/- (Indian RuqppsT T, !n 7^ °S? ^'^V'^{ded mt}° ⁸'⁵⁰'⁰⁰'⁰⁰⁰ <^Eleht Crore Fifty Lakh) equity shares of INR 10/- (Indian (c) The Authorised Share Capital of the Company was further increased to INR 115 00 00 000/ (Indian Ruoee."^ m* h*^ " T'*,***™ ^{ordmarv general meetin}8 of the members held on September 22,2022. (Indian Rupees Five only, each and 7S,00,000 (Seventy-Five Lakh, Preference Shares of INR^20/-^Indian Ru^eesTwenty^ly) eacMn^e ext^orttoa^

Terms/ rights attached to compulsory convertible preference shares (including Series A CCPS)

The CCPS shall be participating, compulsorily convertible and non-cumulative preference shares of the' Company. The holders of the CCPS shall have the right to receive dividend in preference and priority to any other shareholder of the Company at a rate of 0.0001% ("Preferential Dividend"), if declared by the Board of Directors. In addition to and after payment of the Preferential Dividend, each CCCPS would be entitled to participate pari passu in any cash or non-cash dividends paid to the holders of shares of all other classes (including Equity Shares) or series on a pro rata, as-if-converted basis.

A holder of CCPS may, issue a notice to the Company for conversion of the CCPS into Equity Shares, on the occurrence of the following:

(a)    Prior to the last day permitted under and if required, under the Applicable Law in connection with an IPO; or

(b)    After 1 year from Closing (in terms of the agreement), at any time at the option of the holders of the CCPS; or

(c)    1 day prior to the expiry of 20 years from date of issuance of the CCPS.

Each CCPS shall be convertible into Equity Shares in the ratio of 1:1, subject to adjustments provided in the agreement.

Pursuant to special resolution dated February 24, 2023, the conversion ratio in terms of the agreement stands amended

as follows:

i) from 1:1 to 1:3

Ii) from 1:0.799 to 1:2.397

iii) from 1:2 to 1:6 and from 1:1.598 to 1:4.794 respectively

The holders of CCPS are entitled to participate in the surplus proceeds from Liquidation Event, if any, on a pro-rata basis along with all other holders of Equity Shares on a fully diluted basis, after the total investment amount plus any declared but unpaid dividends on CCPS, are paid to the Investors in priority in terms of the agreement.

The holders of CCPS have various exit options in terms of the agreement, including the right to require the Company to buy back / purchase all of the Investors' shares at a price determined in terms of the agreement (in the event that the Investors are not provided an exit in terms of the agreement by July 31, 2027).

In terms of the CCPS agreement, the Company shall not, directly, or indirectly, take any action or decision in respect of certain affirmative vote matters specified in the agreement without obtaining consent of majority eligible investors.

Considering the investors have cash settlement alternatives which are not under the control of the Company, hence the CCPS held by the investors have been classified as a financial liability.

21.1 Provision is estimated for expected warranty claim in respect of products sold during the year based on past experience regarding defective claim of products and cost of rectification or replacement. It is expected that most of this cost will be incurred over next 12 months which is as per warranty terms.

23.1    The average credit period on purchases is 45-90 days.

23.2    For explanations on the Company's liquidity risk management processes refer note 40.

23.3    Trade payables from related parties are disclosed separately under note 39.

23.4    Disclosures as required under section 22 of the Micro, Small and Medium Enterprises Development Act, 2006 (MSMED Act):

The amounts due to Micro and Small Enterprises as defined in the 'The Micro, Small and Medium Enterprises Development Act, 2006' has been determined to the extent such parties have been identified on the basis of information available with the Company.

26.2    Contract balances

Refer details of trade receivables in note 15 and contract liabilities (advance from customer) in note 25.

26.3    The Company receives payments from customers based upon contractual billing schedules. Accounts receivable are recorded when the right to consideration becomes unconditional.

26.5 There are no performance obligations that are unsatisfied or partially unsatisfied during the year ended March 31,2023 and year ended March 31, 2022.

# The tax rate used for the reconciliations above is the corporate tax rate plus surcharge (as applicable) on corporate tax, education cess and secondary and higher education cess on corporate tax, payable by corporate entities in India on taxable profits under Income Tax Act, 1961.

In pursuance of Section 115BAA of the Income Tax Act, 1961 announced by the Government of India through Taxation Laws (Amendment) Ordinance, 2019, the Company has opted for irrevocable option of shifting to lower tax rate w.e.f FY19-20.

34.4 The Company does not have any 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).

During the year ended March 31, 2023, the face value of equity shares of INR 10 each was reduced to INR 5 each. Accordingly, 8,50,00,000 equity shares of INR 10 each of the company were sub-divided into 17,00,00,000 equity shares of INR 5 each (the "Split") (Refer Note 18.1(c)). Further, the Company issued 6,49,90,000 bonus equity shares on September 22, 2022 and 6,50,00,000 bonus equity shares on February 24, 2023 (the "Bonus issues") (Refer note 18.1 (d)), pursuant to which the issued, paid-up and subscribed share capital of the Company stands at INR 97,50,00,000 consisting of 19,50,00,000 equity shares of face value of INR 5 each. As required under Ind AS 33 "Earnings per share" the effect of such Split and Bonus issues has been adjusted retrospectively for all the periods presented.

36.1    The Company did not expect any outflow of economic resources in respect of the above and therefore no provision was made in respect thereof.

36.2    Corporate guarantees given to banks relate to borrowings taken by the subsidiary companies and subject to a maximum amount of K 5000 lakhs.

36.3    There are no contracts remaining to be executed on capital account and not provided for at the end of each reporting period.

37 Segment information

The Company publishes the standalone financial statements of the Company along with the consolidated financial statements. In accordance with Ind AS 108, Operating Segments, the Company has disclosed the segment information in the consolidated financial - c. statements.    —-^S.

38 Employee benefit plans 38.1 Defined contribution plans:

The Company participates in Provident fund as defined contribution plans on behalf of relevant personnel. Any expense recognised in relation to provident fund represents the value of contributions payable during the period by the Company at rates specified by the rules of provident fund. The only amounts included in the balance sheet are those relating to the prior months contributions that were not paid until after the end of the reporting period.

(a) Provident fund and pension

In accordance with the Employee's Provident Fund and Miscellaneous Provisions Act, 1952, eligible employees of the Company are entitled to receive benefits in respect of provident fund, a defined contribution plan, in which both employees and the Company make monthly contributions at a specified percentage of the covered employees' salary. The contributions, as specified under the law, are made to the provident fund administered and managed by Government of India (GOI). The Company has no further obligations under the fund managed by the GOI beyond its monthly contributions which are charged to the statement of Profit and Loss in the period they are incurred. The benefits are paid to employees on their retirement or resignation from the Company.

(b) Defined benefit plans:

Gratuity

The Company has an obligation towards gratuity, a funded defined benefit retirement plan covering all employees. The plan provides for lump sum payment to vested employees at retirement or at death while in employment or on termination of the employment of an amount equivalent to 15 days salary, as applicable, payable for each completed year of service. Vesting occurs upon completion of five years of service. The Company accounts for the liability for gratuity benefits payable in the future based on an actuarial valuation. The Company makes annual contributions (from year ended March 31, 2023 onwards) to gratuity fund managed by Kotak Mahindra Life Insurance Company Limited.

The most recent actuarial valuation of the present value of the defined benefit obligation was carried out for the year ended March 31, 2023 by an independent actuary. The present value of the defined benefit obligation, and the related current service cost and past service cost, were measured using the projected unit credit method.

(A) Through its defined benefit plans, the Company is exposed to a number of risks, the most significant of which are detailei

(1)    Salary risk:

The present value of the defined benefit plan liability is calculated by reference to the future salaries of members. As such, an increase in the salary of the members more than assumed level will increase the plan's liability.

(2)    Interest rate risk

A fall in the discount rate which is linked to the G.Sec. Rate will increase the present value of the liability requiring higher provision. A fall in the discount rate generally increases the mark to market value of the assets depending on the duration of asset.

(3)    Investment risk:

The present value of the defined benefit plan liability is calculated using a discount rate which is determined by reference to market yields at the end of the reporting period on government bonds. If the return on plan asset is below this rate, it will create a plan deficit. Currently, for the plan in India, it has a relatively balanced mix of investments in government securities, and other debt instruments.

(4)    Mortality risk:

Since the benefits under the plan is not payable for life time and payable till retirement age only, plan does not have any longevity risk.

* (K) Sensitivity analysis

The Sensitivity analysis below has been determined based on reasonably possible change of the respective assumptions occurring at the end of the reporting period, while holding all other assumptions constant. These sensitivities show the hypothetical impact of a change in each of the lied assumptions in isolation. While each of these sensitivities holds all other assumptions constant, in practice such assumptions rarely change in isolation and the asset value changes may offset the impact to some extent. For presenting the sensitivities, the present value of the Defined Benefit Obligation has been calculated using the projected unit credit method at the end of the reporting period, which is the same as that applied in calculating the Defined Benefit Obligation presented above. There was no change in the methods and assumptions used in the preparation of the Sensitivity Analysis from previous year.

(L) Other disclosures

The weighted average duration of the obligations as at March 31, 2023 is 6.25 years (as at March 31, 2022: 9.51 years and as at April 1, 2021:9.62 years).

The Company's best estimate of the contributions expected to be paid to the plan during the next year is ^ 15.91 lakhs (As on March 31. 2022: ^ Nil and as at April 1, 2021: Nil)    ^5=^

40.3 Financial risk management objectives

The Company's principal financial liabilities comprise borrowings, trade and other payables. The main purpose of these financial liabilities is to finance and support the Company's operations. The Company's principal financial assets comprise cash and bank balance, trade and other receivables that derive directly from its operations. ¦

The Company is exposed to various financial risks such as market risk, credit risk and liquidity risk. The Company's senior management team oversees the management of these risks. The Board of Directors review and agree policies for managing each of these risks, which are summarised below:

(i). Market risk

Market risk is the risk of loss of future earnings, to fair values or to 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 a result of changes in the interest rates, foreign currency exchange rates and other market changes that affect market risk sensitive instruments. Market risk is attributable to all market risk sensitive financial instruments including investments, foreign currency receivables, payables and loans and borrowings.

The sensitivity of the relevant profit or loss item is the effect of the assumed changes in respective market risks. This is based on the financial assets and financial liabilities held at March 31,2023, March 31, 2022, and April 1,2021.

a.    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's borrowings comprise of loans from related parties which are either interest free or bear fixed rate of interest.

b.    Foreign currency risk:

Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes in foreign exchange rates. The Company's exposure to the risk of changes in foreign exchange rates relates primarily to the Company's operating activities denominated in foreign currency and thus the risk of changes in foreign exchange rates relates primarily to trade payables and receivables.

The year end unhedged foreign currency exposures are given below:

Foreign currency sensitivity

The following table demonstrate the sensitivity to a reasonable possible change in exchange rate, with all other variables held constant. The impact on the Company's profit before tax due to changes in the fair value of monetary assets and liabilities is as follows:

c. Product price risk

In a potentially inflationary economy, the Company expects periodical price increases across its product lines. Product price increases which are not in line with the levels of customers' discretionary spends, may affect the business/ sales volumes. In such a scenario, the risk is managed by offering judicious product discounts to customers to sustain volumes. The Company negotiates with its vendors for purchase price rebates such that the rebates substantially absorb the product discounts offered to the customers. This helps the Company to protect itself from significant product margin losses. This mechanism also works in case of a downturn in the retail sector, although overall volumes would get affected.

(ii). Credit risk management

Credit risk is the risk that counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. The Company is exposed to credit risk from its operating activities (primarily trade receivables).

a. Trade receivables

The Company has adopted a policy of only dealing with counterparties that have sufficient credit rating. Credit risk is managed through credit approvals, establishing credit limits and continuously monitoring the credit worthiness of customers to which the Company grants credit terms in the normal course of business. On account of adoption of Ind AS 109, the Company uses expected credit loss model to assess the impairment loss or gain. The Company has applied a simplified approach under Expected Credit Loss (ECL) model for measurement and recognition of impairment losses on trade receivables.

b.    Financial instruments and cash deposits

Credit risk from balances with banks and financial institutions is managed by the Company's in accordance with the Company's policy. Investments of surplus funds are made only with approved counterparties and within credit limits assigned to each counterparty. Counterparty credit limits are reviewed by the Company's Board of Directors on an annual basis and may be updated throughout the year subject to approval of the Company's Finance Committee. The limits are set to minimize the concentration of risks and therefore mitigate financial loss through a counterparty's potential failure to make payments.

c.    Financial guarantees

Financial guarantees have been provided as corporate guarantees to financial institutions and banks that have extended credit facilities to the Company's related party/subsidiary. In this regard, the Company does not foresee any significant credit risk exposure.

(iii). Liquidity risk management

Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they become due. Cash flow from operating activities provides the funds to service the financial liabilities on a day-to-day basis. The Company regularly monitors the rolling forecasts to ensure it has sufficient cash on an on-going basis to meet operational needs.

e.    The Company has 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:

(a)    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

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

f.    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

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

h.    The Company has complied with the number of layers prescribed under the Companies Act, 2013, read with the Companies (Restriction on number of Layers) Rules, 2017.

i.    Details of loans or advances to promoters, directors, KMPs and related parties, either severally or jointly with any other person, that are (a) repayable on demand or (b) without specifying any terms or period of repayment, are disclosed in note 9.

j.    There are no charges or satisfaction which are yet to be registered with the Registrar of Companies beyond the statutory period.

45.4 Notes to first-time adoption:

a.    Actuarial gains and losses

The impact is on account of measurement of employee benefits obligations as per Ind AS 19. Under previous GAAP, actuarial gains and losses were recognised in profit and loss. Under Ind AS, the actuarial gains and losses forming part of remeasurement of the net defined benefit liability / asset, are recognised in the Other Comprehensive Income (OCI) under Ind AS instead of profit or loss.

b.    Expected credit allowance on trade receivables

Under Ind AS, impairment allowance has been determined based on forward-looking expected credit loss (ECL) model which has led to an increase in the amount of provision as on the date of transition. The Company chose to calculate impairment allowance under simplified approach for trade receivables where the Company does not separately track changes in credit risk.

c.    Deferred Tax

The previous GAAP requires deferred tax accounting using the income statement approach, which focuses on differences between taxable profits and accounting profits for the period. Ind AS 12 requires entities to account for deferred taxes using balance sheet approach which focuses on temporary differences between the carrying amount of an asset or liability in the balance sheet and its tax base. Various transitional adjustments has resulted in recognition of temporary differences.

46 Business Combination

During the financial years ended March 31, 2023 and 2022, the Company, directly or through its subsidiaries, acquired businesses from entities which were ultimately controlled by the same parties who control it, both before and after the business combination. These transactions were in the nature of acquisition of the assets and liabilities under a slump sale arrangement or acquisition of the equity stake from the existing shareholders or by conversion of partnership firms into private limited companies.

Pursuant to the requirements of Appendix C of the Ind AS 103, these business combinations under common control are accounted for using the pooling of interest method in the consolidated financial statements of the Company and its subsidiaries (referred as the "Group"). Consequently, the financial information of the Group, includes the financial information of the businesses transferred by the transferor to the

transferee and has been restated from the earliest period presented, the impact of which is given in the consolidated financial statements of the Group.

The details of the following business combinations, the carrying value of the assets, liabilities and reserves acquired and harmonized as per the revised accounting policies, and the resultant capital reserve are given in the consolidated restated financial statements of the Group.

a.    Pursuant to a business transfer agreement dated July 01, 2021, entered into between Cello Household Products Private Limited and one of its related parties, Cello Plastotech (partnership firm), Cello Plastotech has transferred to Cello Household Products Private Limited, on a slump sale basis and as a going concern, its entire business, barring certain assets & liabilities, for a cash consideration of ^ 4735 lakhs. The assets and liabilities have been transferred at their book values as on July 01,2021.

b.    Pursuant to a business transfer agreement dated November 30, 2021, entered into between Cello Industries Private Limited and one of its related parties, Cello Plast (partnership firm), Cello Plast has transferred to Cello Industries Private Limited, on a slump sale basis and as a going concern, its entire business, barring certain assets & liabilities, for a cash consideration of * 14,250 lakhs. The assets and liabilities have been transferred at their book values as on November 30, 2021.

The Company acquired 100% equity stake in Cello Industries Private Limited on July 31, 2020 for a cash consideration of ^ 1 lakh.

c.    Pursuant to a business transfer agreement dated November 01, 2022, entered into between Unomax Stationery private Limited and one of its related parties, Unomax Pens & Stationery Private Limited (UPSPL), UPSPL has transferred to Unomax Stationery Private Limited, on a slump sale basis and as a going concern, its entire business, barring certain assets & liabilities, (including two wholly-owned subsidiaries - Unomax Writing Instruments Private Limited and Unomax Sales & Marketing Private Limited) for a cash consideration of K 8113.23 lakhs. The assets and liabilities have been transferred at their book values as on November 01, 2022.

d.    The Company acquired 54.92% equity stake in Wimplast Limited, a listed entity on November 10, 2022 through an inter-se transfer between promoters / promoters group for a cash consideration of ^ 33,113.79 lakhs.

e.    The Company became 21% partner in Cello Industries (the "erstwhile partnership firm") on August 01, 2020. With effect from June 2, 2021, the erstwhile partnership firm was converted to Cello Houseware Private Limited. Pursuant to the provisions Chapter XXI, Part I of the Companies Act, 2013, the assets and liabilities of the erstwhile partnership firm were transferred to Cello Houseware Private Limited. Subsequently on March 16, 2021, the Company acquired a further 71.1% stake in Cello Household Products Private Limited through a rights issue for a cash consideration of ^ 92.10 lakhs.

47 Significant events after the reporting period

a. The status of the Company has changed from private limited to public limited. Pursuant to the provisions of Section 18 of the Compames /\ct 2013, read with Rule 33 of the Companies (Incorporation) Rules, 2014, as amended from time to time

f ^ndt^V' l⁵    _w^{aPprDWal d3ted JUMe U 2}°²³' ^{the name of the Com}P^any changed from "Cello World Private

Limited to Cello World Limited with effect from July 18, 2023, on which date the Registrar of Companies, Goa gave its approval for the said conversion.    ⁶

^b‘ !!^bZ^enu ^{t0 the year 6nd}: ^{pursuant t0 resolut}‘^on dated June 09, 2023 and addendum to CCPS agreement effective April 01, 2023, the conversion ratio in terms of the agreement stands amended, as follows:

-Each CCPS will be converted into Equity Shares at a fixed ratio of 1: 2.397, subject to corporate action adjustments, as provided in the agreement.

Further, certain exit options in terms of the original agreement have been amended with effect from April 01, 2023 including waiver of the Investor's right to require the Company to buy back / purchase all of the Investors' shares at a price determined in terms of the agreement.

Subsequently, pursuant to resolution dated August 05, 2023, the CCPS agreement was further amended in respect of modifications in the board nomination and waiver of certain rights of Investors and Promoters.

Upon such change in existing terms of CCPS, the existing CCPS classified as a financial liability would qualify for treatment as instrument entirely in nature of equity.

48    Previous year's figures have been regrouped/reclassed wherever necessary to correspond with the current year's classification/disclosure.

49    The financial statements were approved by the Board of Directors in their meeting held on August 05, 2023.