2.2.14 Provisions
General provisions are recognized when the Company has a present obligation (legal or constructive) as a result of a past event, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. Where the Company expects some or all of a provision to be reimbursed, for example under an insurance contract, the reimbursement is recognized as a separate asset but only when the reimbursement is virtually certain. The expense relating to a provision is presented in the statement of profit or loss net of any reimbursement. If the effect of the time value of money is material, provisions are discounted using a current pre-tax rate that reflects, when appropriate, the risks specific to the liability. When discounting is used, the increase in the provision due to the passage of time is recognized as a finance cost.
2.2.15 Employee Benefits
Employee benefits are all forms of consideration given by the company in exchange for service rendered by employees. Employee benefits includes short-term employee benefits, post-
employment benefits and other long-term employee benefits
Short Term Employee Benefits
When an employee has rendered service to the company during an accounting period, the company recognises the undiscounted amount of short-term employee benefits expected to be paid in exchange for that service as a liability (accrued expense), after deducting any amount already paid as an expense. Accumulated leave, which is expected to be utilized within the next twelve months, is treated as short-term employee benefit. The Company measures the expected cost of such absences as the additional amount that it expects to pay as a result of the unused entitlement that has accumulated at the reporting date.
Defined Contribution Plan
Defined contribution plans are post¬ employment benefit plans under which an entity pays fixed contributions into a separate entity (a fund) and will have no legal or constructive obligation to pay further contributions if the fund does not hold sufficient assets to pay all employee benefits relating to employee service in the current and prior periods.
When an employee has rendered service during the year, the company recognises the contribution payable to a defined contribution plan in exchange for that service as a liability (accrued expense) and as an expense.
Defined Benefit Plan
Defined benefit plans are those plans that provide guaranteed benefits to certain categories of employees, either by way of contractual obligations or through a collective agreement.
The company operates funded defined benefit plan. The cost of providing benefits is determined using the projected unit
credit method, with actuarial valuations being carried out at each fiscal year end. The obligation recognized in the consolidated statements of financial position represents the present value of the defined benefit obligation.
The present value of the defined benefit obligation is determined by discounting the estimated future cash outflows using interest rates of high quality corporate bonds that are denominated in the currency in which the benefits will be paid, and that have terms to maturity approximating to the terms of the related pension obligation. Actuarial gains and losses arising from experience adjustments and changes in actuarial assumptions are charged or credited to other comprehensive income in the period in which they arise.
Current service cost, which is the increase of the present value of the defined benefit obligation resulting from the employee service in the current period, is recorded as an expense as part of cost of sales and selling, general and administrative expenses in the statement of profit and loss. The interest cost, which is the change during the period in the defined benefit liability that arises from the passage of time, is recognized as part of financing costs in the statement of profit and loss.
2.2.16 Employee Stock Option Plan (ESOP)
The company recognizes compensation expense relating to share-based payments in the net profit based on estimated fair- values of the awards on the grant date. The estimated fair value of awards is recognized as an expense in the statement of profit and loss on a straight-line basis over the requisite service period for each separately vesting portion of the award as if the award was in-substance, multiple awards with a corresponding increase to share options outstanding account.
2.2.17 Dividend
The final dividend on shares is recorded as a liability on the date of approval by the shareholders and Interim dividends are recorded as a liability on the date of declaration by the Company's Board of Directors. Income tax consequences of dividends on financial instruments classified as equity will be recognized according to where the entity originally recognized those past transactions or events that generated distributable profits.
The company declares and pays dividends in Indian Rupees. Companies are required to pay/distribute dividend after deducting applicable taxes. The remittance of dividends outside India is governed by Indian law on foreign exchange and is also subject to withholding tax at applicable rates.
2.2.18 Foreign Currencies
The Company's financial statements are presented in Indian Rupees (INR), which is also the company's functional currency. Transactions in foreign currencies are initially recorded by the Company at the functional currency spot rate at the date the transaction first qualifies for recognition.
Monetary assets and liabilities denominated in foreign currencies are retranslated at the functional currency spot rate of exchange ruling at the reporting date. Differences arising on settlement or translation of monetary items are recognized in profit or loss.
Non-monetary items that are measured in terms of historical cost in a foreign currency are translated using the exchange rates as at the dates of the initial transactions. Non¬ monetary items measured at fair value in a foreign currency are translated using the exchange rates at the date when the fair value is determined. The gain or loss arising on translation of non-monetary measured at fair value is treated in line with the
recognition of gain or loss on change in fair value in the item.
2.2.19 Income Tax
Tax expense comprises of current tax and deferred tax. Current income tax is measured at the amount expected to be paid to the tax authorities in accordance with the Income Tax Act, 1961 enacted in India and tax laws prevailing in the respective tax jurisdictions where the Company operates. The tax rates and tax laws used to compute the amount are those that are enacted or substantively enacted, at the reporting date. Deferred Tax Expense or Income arises due to temporary differences are differences between the carrying amount of an asset or liability in the statement of financial position and its tax base. Temporary differences may be either taxable temporary differences, which are temporary differences that will result in taxable amounts in determining taxable profit (tax loss) of future periods when the carrying amount of the asset or liability is recovered or settled or deductible temporary differences, which are temporary differences that will result in amounts that are deductible in determining taxable profit (tax loss) of future periods when the carrying amount of the asset or liability is recovered or settled. A deferred tax asset is recognised for all deductible temporary differences to the extent that it is probable that taxable profit will be available against which the deductible temporary difference can be utilised. A deferred tax liability is recognised for all taxable temporary differences.
2.2.20 Inventories
Inventories are valued at the lower of cost and net realisable value.
Costs incurred in bringing each product to its present location and condition are accounted for as follows:
i. Raw materials and Stores and spares: cost includes cost of purchase and
other costs incurred in bringing the inventories to their present location and condition. Cost is determined on first in, first out basis.
ii. Finished goods and work in progress:
cost includes cost of direct materials and labour and a proportion of manufacturing overheads based on the normal operating capacity but excluding borrowing costs. Cost is determined on first in, first out basis.
iii. Traded goods: cost includes cost of purchase and other costs incurred in bringing the inventories to their present location and condition. Cost is determined on first in, first out basis.
Net realisable value is the estimated selling price in the ordinary course of business, less estimated costs of completion and the estimated costs necessary to make the sale.
2.2.21 Segment Reporting
Identification of segments
The Company's operating business are organized and managed separately according to the nature of products and services provided, with each segment representing a strategic business unit that offers different products/services. The Company operates in two geographical segments: Domestic and International markets.
Allocation of common costs
Common allocable costs are allocated to each segment according to the relative contribution of each segment to the total common costs.
Unallocated items
Unallocated items include general corporate income and expense items which are not allocated to any business segment.
Segment accounting policies
The Company prepares its segment information in conformity with the accounting policies adopted for preparing and presenting the financial statements of the Company as a whole.
2.2.22 Earnings per share
Basic earnings per share are calculated by dividing the net profit or loss for the period attributable to equity shareholders by the weighted average number of equity shares outstanding during the period.
For the purpose of calculating diluted earnings per share, the net profit or loss for the period attributable to equity shareholders and weighted average number of shares outstanding during the period are adjusted for the effects of all dilutive potential equity shares.
2.2.23 Contingent Liabilities
A provision is recognized when an enterprise 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 a reliable estimate can be made. Provisions 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
2.3 Recent accounting pronouncements
The Ministry of Corporate Affairs (MCA) notifies new Indian Accounting Standards or amendments to the existing Indian Accounting Standards. There is no such notification by MCA in this regard which would have been applicable on the company for the year ended March 31,2026.
1) 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.
2) Lease contracts entered by the Company majorly pertains to buildings taken on lease to conduct its business in the ordinary course. The Company does not have any lease restrictions and commitment towards variable rent as per the contract.
3) There are no leases having variable lease payments. The Company has not entered into any residual value contracts during the year.
4) There are no sale and leaseback transactions during the year.
1. During the financial year ended March 31, 2026, the Company has subscribed 2,46,794 equity shares of face value of ? 10/- each of Optiemus Electronics Limited (a Company incorporated in India) at a premium of ? 302/- per equity share.
2. During the financial year ended March 31, 2026, the Company has subscribed 6,88,820 and 10,25,641 equity shares of face value of ? 10/- each of GDN Enterprises Private Limited (a Company incorporated in India) at a premium of ? 380/- per equity share.
3. During the financial year ended March 31, 2026, the Company has subscribed 2,52,00,000 and 2,10,00,000 equity shares of face value of ? 10/- each of Bharat Innovative Glass Technologies Private Limited (a Company incorporated in India).
4. During the financial year ended March 31, 2026, the Company has subscribed 24,00,000 equity shares of ? 10/- each of Optiemus Unmanned Systems Private Limited (a Company incorporated in India).
5. During the financial year ended March 31, 2026, the Company has incorporated Optiemus Display Technology Private Limited (a wholly owned subsidiary, incorporated in India) on July 22, 2025 and subscribed 10,000 equity shares of face value of ? 10/- each.
6. During the financial year ended March 31, 2026, the Company has incorporated Optiemus Vision Technology Private Limited (a wholly owned subsidiary, incorporated in India) on July 22, 2025 and subscribed 10,000 equity shares of face value of ? 10/- each.
7. During the financial year ended March 31, 2026, the Company has incorporated Optiemus Micro Electronics Private Limited (a wholly owned subsidiary, incorporated in India) on August 04, 2025 and subscribed 10,000 equity shares of face value of ? 10/- each.
8. During the financial year ended March 31, 2026, the Company has incorporated XO Ventures Private Limited (a wholly owned subsidiary, incorporated in India) on October 15, 2025 and subscribed 10,000 equity shares of face value of ? 10/- each.
9. During the financial year ended March 31, 2026, the Company has incorporated The Factory Private Limited (a subsidiary, incorporated in India) on December 19, 2025 and subscribed 6,500 equity shares of face value of ? 10/- each.
10. In accordance with IND AS 109, the company has assessed its investments in associates at fair value through profit and loss (FVTPL). The fair value of the investment in Teleecare Network India Private Limited has been valued by an independent valuer at ? 51.03/- per share, reflecting an increase from previously recorded fair value of ? 45.67/- per share. As a result, fair value gain of ? 831.77 lakhs has been recognized in the statement of profit and loss for the year.
Notes:
1. Security deposit includes deposit of ? 300 lakhs given against mortgage of property at Punjabi Bagh, West Delhi. During the financial year ended March 31, 2026, the Company no longer holds the said
property as security against the deposit. The amount is under dispute and the Company has registered a complaint (FIR) with the Deputy Commissioner of Police, Economic Offence Wing - Delhi Police dated May 20, 2022, initiating legal proceedings for recovery of the said amount, which is pending with the concerned authority. In view of the uncertainty involved in its recovery, the said security deposit is considered doubtful and, as a matter of prudence, the Company has written off / impaired the security deposit of ? 300 lakhs in the current financial year.
2. Bank deposits with remaining maturity of more than 12 months includes fixed deposits amounting to ? 53.66 lakhs (March 31, 2025 : ? 68.05 lakhs) related to assessments of sales tax/ VAT for various years made with the several government departments of different states and have a restriction on its use and realisability.
Notes:
1) During the financial year ended March 31, 2025, the Company had advanced ? 2,100 lakhs towards the acquisition of equity shares in its subsidiary viz. Bharat Innovative Glass Technologies Private Limited. As the shares had not been allotted as at that date, the amount was disclosed under "Other non¬ current assets" as Advance for acquisition of shares in accordance with Schedule III to the Companies Act, 2013. During the financial year ended March 31, 2026, the allotment of the said equity shares has been completed and, accordingly, the advance has been transferred to and recognised as Investment in subsidiary. Consequently, no balance remains outstanding under "Other non-current assets" as at March 31, 2026.
2) The Net defined benefit asset of ? 4.10 lakhs as at March 31, 2026 represents the net surplus in the Company's defined benefit (gratuity) plan, being the excess of the fair value of plan assets over the present value of the defined benefit obligation. As the plan is in a net asset position as at the reporting date, the same has been recognised and disclosed as an asset under "Other non-current assets", as against a net defined benefit liability recognised in the previous year.
3) The company has not given any advances to directors or other officers of the Company or any of them either severally or jointly with any persons.
Notes:
(i) For trade receivables ageing (refer note 41).
(ii) The Company follows "simplified approach" for recognition of impairment loss. The application of simplified approach does not require the Company to track changes in credit risk.
(iii) No trade or other receivable are due from directors or other officers of the company either severally or jointly with any other person. Nor any trade or other receivable are due from firms or private companies respectively in which any director is a partner, a director or a member other than mentioned in note 28.
(i) For the purpose of statement of cash flows, the above has been considered as cash and cash equivalents.
(ii) There are no restrictions with regard to cash and cash equivalents at the end of reporting period and prior period.
Notes:
1) Bank deposits with maturity of less than 12 months includes fixed deposits related to assessments of sales tax/ VAT for various years made with the several government departments of different states and have a restriction on its use and realisability.
2) Fixed deposits with original maturity of more than twelve months but remaining maturity of less than twelve months have been disclosed under other bank balances.
Notes:
1) The Company has not given or advanced any loan to any of its related parties. Accordingly, loans to related parties are Nil as at March 31, 2026 (Nil as at March 31, 2025).
2) The loans aggregating ? 2,698.20 lakhs have been classified as credit impaired and a provision of 100% (? 2,698.20 lakhs) has been created thereon. Accordingly, the net carrying value of loans is shown as Nil as at March 31, 2026 (Nil as at March 31, 2025).
(i) Balance with statutory and government authorities includes amounts recoverable towards GST, customs duty and other indirect taxes from the respective authorities.
(ii) The company has not given any advances to directors or other officers of the Company or any of them either severally or jointly with any persons.
(iii) Advances to staff represent non-interest bearing advances given to employees by way of imprest.
(e) Terms/rights attached to equity shares
The company has issued only one class of equity shares having par value of ? 10 per share. Each holder of equity shares is entitled to one vote per share. The company declares and pays dividends in Indian Rupees. The dividend proposed, if any by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting, except in case of Interim Dividend.
In the event of liquidation of the company, the holders of equity shares will be entitled to receive remaining assets of the company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the equity shareholders.
Nature and purpose of reserves:
(a) Retained Earnings: Retained earnings are the profits that the company has earned till date, less any transfers to general reserve, dividends or other distributions paid to shareholders.
(b) Securities Premium: The securities premium account is used to record the premium on issue of shares and is utilised in accordance with the provisions of the Companies Act, 2013.
(c) General Reserve: The general reserve is used from time to time to transfer profits from retained earnings for appropriation purposes, as the same is created by transfer from one component of equity to another.
(d) Money received against share warrants: Money received against share warrants is a capital receipt shown under shareholders' funds, representing advance funds from warrant holders toward future equity share allotment upon exercise of the warrants.
Notes:
1) During the year ended March 31, 2026, the Company has recognised a provision for leave encashment for the first time amounting to ? 18.23 lakhs (? 11.06 lakhs under non-current provisions and ? 7.17 lakhs under current provisions), determined on the basis of actuarial valuation. No such provision was recognised as at March 31, 2025.
2) The provision for gratuity of ? 9.58 lakhs recognised as at March 31, 2025 has not been carried as a liability as at March 31, 2026, since the Company's defined benefit (gratuity) plan is in a net surplus
position as at the year end. Accordingly, the resultant net defined benefit asset of ? 4.10 lakhs has been recognised and disclosed under "Other non-current assets" (refer note 6).
3) Provision for interest on taxes includes interest on default in payment of advance tax (under sections 234B and 234C) on a provisional basis for the assessment year 2026-2027 in accordance with the measurement and disclosure requirements of Ind AS 12.
4) For the information of post employment benefits and other disclosures see note 32.
Notes:
1) Interest income for the year ended March 31, 2026 includes interest of ? 7.33 lakhs earned on deposits of the Company. For the previous year ended March 31, 2025, interest income included interest on loans granted to wholly owned subsidiaries, viz. Optiemus Electronics Limited (OEL) and GDN Enterprises Private Limited (GDN), and interest on refund of excess differential countervailing duty from the Customs Department, New Delhi.
2) Liabilities no longer required written back include ? 29.38 lakhs for the year ended March 31, 2026 (? 114.09 lakhs for the year ended March 31, 2025), being amounts written back in respect of balances which are no longer acknowledged as payable by the Company.
3) Fair value gain on financial instruments at fair value through profit or loss of ? 837.85 lakhs for the year ended March 31, 2026 (? 312.31 lakhs for the year ended March 31, 2025) relates to the fair valuation of investments (refer note 5(a)).
27. EARNINGS PER SHARE (EPS)
Basic EPS amount is calculated by dividing the profit / (loss) for the year attributable to equity shareholders of the Company by the weighted average number of equity shares outstanding during the year. Partly paid equity shares are treated as a fraction of an equity share to the extent that they were entitled to participate in dividends relative to a fully paid equity share during the reporting period.
Diluted EPS amount is calculated by dividing the profit attributable to equity shareholders 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.
Notes:
*1. Due to substantial decrease in current liabilities, there is a significant change in Current ratio.
*2. Due to substantial decrease in total interest and principal repayments, there is a significant change in Debt service coverage ratio.
*3. Due to increase in average shareholders' equity coupled with decrease in net profit after tax, there is a significant change in Return on equity ratio.
*4. Due to substantial decrease in average inventories, there is a significant change in Inventory turnover ratio.
*5. Due to increase in revenue from operations coupled with decrease in average trade receivables, there is a significant change in Trade receivable turnover ratio.
*6. Due to increase in purchases of goods & services coupled with decrease in average trade payables, there is a significant change in Trade payable turnover ratio.
*7. Due to increase in revenue from operations coupled with decrease in net working capital, there is a significant change in Net capital turnover ratio.
30. SIGNIFICANT ACCOUNTING JUDGEMENTS, ESTIMATES AND ASSUMPTIONS
The preparation of the company's financial statements requires management to make judgements, estimates and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities, and the accompanying disclosures and the disclosure of contingent liabilities. Uncertainties about these assumptions and estimates could result in outcomes that require a material adjustment to the carrying amount of assets or liabilities affected in future periods.
Judgements
In the process of applying the company's accounting policies, management has made the following judgements, which have the most significant effect on the amounts recognised in the financial statements:
Taxes
Significant judgements are involved in determining the provision for income taxes, including amount expected to be paid/recovered for uncertain tax positions.
The Company reviews the carrying amount of deferred tax assets at the end of each reporting period. The policy for the same is explained in Note No. 2.2.19.
Useful life of property, plant and equipment
The Company reviews the useful life of property, plant and equipment at the end of each reporting period. This reassessment may result in change in depreciation expense in future periods. The policy for the same is explained in Note No. 2.2.6.
Provisions and contingent liabilities
A provision is recognised when the Company has a present obligation as a result of past event if it is probable that an outflow of resources will be required to settle the obligation, in respect of which a 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 financial statements. A contingent asset is neither recognised nor disclosed in the financial statements.
Defined Benefit Plans (Gratuity Benefits)
The cost of the defined benefit gratuity plan and the present value of the gratuity obligation are determined using actuarial valuations. An actuarial valuation involves making various assumptions that may differ from actual developments in the future. These include the determination of the discount rate, future salary increases and mortality rates. Due to the complexities involved in the valuation and its long-term nature, a defined benefit obligation is highly sensitive to changes in these assumptions. All assumptions are reviewed at each reporting date.
The parameter most subject to change is the discount rate. In determining the appropriate discount rate for plans operated in India, the management considers the interest rates of government bonds in currencies consistent with the currencies of the post-employment benefit obligation.
The mortality rate is based on publicly available mortality tables. Those mortality tables tend to change only at interval in response to demographic changes. Future salary increases and gratuity increases are based on expected future inflation rates for the respective countries.
Further details about gratuity obligations are given in Note No. 32.
Fair value measurement of financial instruments
When the fair values of financial assets and financial liabilities recorded in the balance sheet cannot be measured based on quoted prices in active markets, their fair value is measured using valuation techniques including the DCF model. The inputs to these models are taken from observable markets where possible, but where this is not feasible, a degree of judgement is required in establishing fair values. Judgements include considerations of inputs such as liquidity risk, credit risk and volatility. Changes in assumptions about these factors could affect the reported fair value of financial instruments. Carrying value and approximate fair values of financial instruments are same.
Revenue recognition
The Company uses the percentage-of-completion method in accounting for its fixed price contracts. The use of percentage-of-completion method required the Company to estimate the efforts or costs expended to date as a proportion of the total efforts or costs to be expended. Efforts or costs expended have been used to measure progress towards completion as there is direct relationship between input and productivity. Provision for estimated losses, if any, on uncompleted contracts are recorded in the period in which such losses become probable based on the expected contract estimates at the reporting period. The policy for the same is explained in Note 2.2.4.
31. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES
The Company's activities expose it to a variety of financial risks : market risk, credit risk and liquidity risk. The primary market risk to the Company is foreign exchange risk. The Company's exposure to credit risk is influenced mainly by the individual characteristic of each customer and the concentration of risk from the top few customers.
Market Risk
The Company is exposed to foreign exchange risk through its sales and services outside India, and purchases and services from overseas suppliers in various foreign currencies. The exchange rate between the rupee and foreign currencies may fluctuate substantially in the future. Consequently, the results of the Company's operations are adversely affected as the rupee appreciates / depreciates against these currencies.
Credit Risk
Credit risk refers to the risk of default in its obligation by the counterparty resulting in a financial loss. The maximum exposure to the credit risk at the reporting date is primarily from unsecured trade receivables amounting to ? 5,620.07 Lakhs and ? 28,515.81 Lakhs as of March 31, 2026 and March 31, 2025 respectively. Trade receivables are typically unsecured and are derived from revenue earned from customers located primarily in India. Credit risk has always been managed by the Company through credit approvals, establishing credit limits and continuously monitoring the creditworthiness of customers to which the Company grants credit terms in the normal course of business.
Credit risk on cash and cash equivalents is limited as the Company generally invest in deposits with banks and financial institutions with high credit ratings. Investments primarily include investment in deposits with banks.
Liquidity Risk
The Company's principal sources of liquidity are cash and cash equivalents and the cash flow that is generated from operations. The Company has no outstanding bank borrowings. The Company believes that the working capital is sufficient to meet its current requirements.
32. EMPLOYEE BENEFIT OBLIGATIONSA. Defined Contribution Plan
Provident Fund and Other Funds : A defined contribution plan is a post-employment benefit plan under which the Company pays specified contributions for provident fund and pension as per the provisions of the Provident Fund Act, 1952 and other acts to the government. The Company's contribution is recognised as an expense in the Profit and Loss Statement during the period in which the employee renders the related service. The company's obligation is limited to the amounts contributed by it.
B. Gratuity
The Company has a funded defined benefit gratuity plan.
The gratuity plan is governed by the Payment of Gratuity Act, 1972. Under the act, employee who has completed five years of service is entitled to specific benefit.
The following tables summarise the components of net benefit expense recognised in the statement of profit or loss and the funded status and amounts recognised in the balance sheet for the respective plans:
demand in the employment market. However, no explicit allowance is used for disability. The above information is as certified by the actuary.
• Discount rate is based on the prevailing market yields of Indian Government securities as at the balance sheet date for estimated term of the obligations.
• The sensitivity analysis above may not be representative of the actual change in the defined benefit obligation as it is unlikely that change in assumption would occur in isolation of one another as some assumptions may be correlated.
• The methods and type of assumptions used in preparing the sensitivity analysis did not change compared to the prior period.
C. Compensated absences
The provision for compensated absences covers the liability for earned leave as per actuarial valuation.
The amount of provision recognised is ? 18.23 Lakhs (March 31, 2025 ? Nil).
33. DETAILS OF DUES TO MICRO, SMALL AND MEDIUM ENTERPRISES AS DEFINED UNDER MSMED ACT, 2006
There were no micro, small and medium enterprises, to whom the Company owes dues, which are outstanding for more than 45 days during the year ended March 31, 2026. This information as required to be disclosed under 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.
Note 1: On 1 February 2017, the Company entered into a License Agreement with BlackBerry Limited ("BlackBerry"). BlackBerry claims unpaid minimum software license fees of approximately US$22.52 million. In July 2024, BlackBerry filed a petition before the High Court of Justice, Business and Property Courts of England and Wales, seeking summary judgment against the Company. The Company opposed the petition on the basis that BlackBerry had not fulfilled certain contractual obligations, including the obligation to provide software for two devices per year over a five-year period in respect of the licenses for which payment is claimed. BlackBerry subsequently elected not to proceed with its summary judgment application.
On 19 December 2025, the High Court issued a judgment determining that BlackBerry's conduct amounted to an abuse of process and granted the Company permission to apply to the Court of Appeal to strike out BlackBerry's claim on those grounds. On 18 March 2026, the Company filed its defence and counterclaim against BlackBerry, with the counterclaim amounting to US$22.43 million.
Based on the current stage of the proceedings, the facts available and the external legal advice received, management believes that it is not probable that a material liability — whether in respect of the amount claimed or incidental legal costs, and whether arising through judgment or settlement — will arise from this matter. Accordingly, no provision has been recognised in these financial statements. The Company will continue to monitor developments and reassess its position as necessary.
Note 2: During the year, the Company has written back a trade payable amounting to ? 28.28 lakhs relating to M Monks Digital Media Private Limited, as management, based on the facts and circumstances existing at the reporting date, concluded that no present obligation existed warranting recognition of the liability in the books of account.
However, the matter remains under dispute between the parties and is subject to ongoing discussions and/or legal resolution, as applicable. The existence of any obligation, if at all, would be confirmed only by the occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the Company.
The above is being disclosed by way of a note to the financial statements for information purposes only, and the amount of ? 28.28 lakhs has not been recognised or disclosed as a contingent liability. The management believes that the ultimate outcome of the matter cannot presently be determined with reasonable certainty and, accordingly, no provision has been recognised in the financial statements.
(i) It is not practicable for the Company to estimate the timings of cash outflows, if any, in respect of the above pending resolution of the respective proceedings as it is determinable only on receipt of judgements/ decisions pending with various forums/ authorities.
(ii) The company does not expect any reimbursements in respect of the above contingent liabilities.
(iii) The Company's pending litigations comprise of claims against the Company pertaining to proceedings pending with various direct tax, indirect tax and other authorities. The company has reviewed all its pending litigations and proceedings and has adequately provided for where provisions are required or disclosed as contingent liabilities where applicable, in its standalone financial statements. The Company does not expect the outcome of these proceedings to have a materially adverse effect on its standalone financial statements.
37. CORPORATE SOCIAL RESPONSIBILITY
As per Section 135 of the Companies Act, 2013 ("the Act"), a Company, meeting the applicability threshold, needs to spend at least 2% of average net profits of the Company made during the three immediately preceeding financial years on Corporate Social Responsibility ('CSR') activities. The focus areas for CSR activities are identified as providing education, distribution of books and stationery and education & training to needy chilldren and focussing on health checkup,medical aid and sanitation activities. The Company has formed a CSR Committee in compliance with the provisions of the Act.
Note: The Company has decided not to set off the excess CSR expenditure of ? 0.78 lakhs incurred during FY 2025-26 against the CSR obligation of any subsequent financial year, as permitted under the Companies Act, 2013 and the Companies (Corporate Social Responsibility Policy) Rules, 2014.
38. THE NEW LABOUR CODES RELATING TO EMPLOYEE BENEFITS
Pursuant to the notification issued by the Ministry of Labour and Employment, multiple existing labour legislations have been consolidated into a unified framework comprising four Labour Codes collectively referred to as the 'New Labour Codes' which became effective from November 21, 2025. The Company has assessed its employee benefit obligations in accordance with the revised definition of wages and concluded that no liability arises on the Company and the impact is NIL. The Ministry is in the process of notifying related rules to the New Labour Codes and impact of those, if any, will be evaluated and accounted for in the period in which they are notified.
39. OTHER STATUTORY INFORMATION
(i) In respect of immovable properties (other than properties where the Company is the lessee and the lease agreements are duly executed in favour of the lessee), the Company does not hold any such property as at the reporting date.
(ii) Details of benami property: No proceedings have been initiated or are pending against the Company for holding any Benami property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and the rules made thereunder.
(iii) Disclosure of transactions with struck off companies: The company did not have any material transactions with companies struck off under Section 248 of the Companies Act, 2013 or Section 560 of the Companies Act, 1956 during the financial year.
(iv) The company does not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory period.
(v) Details of crypto currency or virtual currency: The company has not traded or invested in crypto currency or virtual currency during the respective financial years/period.
(vi) Utilization of borrowed funds and share premium: 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.
(vii) Utilization of borrowed funds and share premium: 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 to or on behalf of the ultimate beneficiaries.
(viii) Undisclosed income: 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 relevant provisions of the Income Tax Act, 1961)
(ix) The company has not been declared wilful defaulter by any bank or financial institution or other lender.
(x) Compliance with approved scheme(s) of arrangements: The company does not have any scheme of arrangements which have been approved by the competent authority in terms of sections 230 to 237 of the Act.
(xi) Compliance with number of layers of companies: The company has complied with the number of layers prescribed under Section 2(87) of the Act read with the Companies (Restriction on Number of Layers) Rules, 2017.
(xii) Security of current assets against borrowings: The company has neither been sanctioned nor has availed any borrowings on the security of its current assets during the current reporting period. Hence, reporting under this clause is not applicable.
(xiii) Audit Trail: Ministry of Corporate Affairs (MCA) vide its notification number G.S.R. 206(E) dated March 24, 2021 (amended from time to time) in reference to the proviso to Rule 3 (1) of the Companies (Accounts) Amendment Rules, 2021, introduced the requirement, where a company used an accounting software, of only using such accounting software w.e.f April 01, 2023 which has a feature of recording audit trail of each and every transaction.
The Company has assessed all of its IT applications including supporting applications considering the guidance provided in "Implementation guide on reporting on audit trail under rule 11(g) of the Companies (Audit and Auditors) Rules, 2014 (Revised 2024 edition)" issued by the Institute of Chartered Accounts of India in February 2024, and identified applications that are relevant for maintaining books of accounts.
The Company has used accounting software for maintaining its books of account which has a feature of recording audit trail (edit log) facility and the same has operated throughout the year for all relevant transactions recorded in the software.
• No Trade or other receivable are due from directors or other officers of the company either severally or jointly with any other person. Nor any trade or other receivable are due from firms or private companies respectively in which any director is a partner, a director or a member.
42. The figures have been rounded off to the nearest lakhs of rupees. The figure 0.00 wherever stated represents value less than ? 50,000/-.
43. There are no subsequent event observed after the reporting period which have material impact on the Company's operation.
44. Figures for the previous year have been regrouped / rearranged wherever necessary to conform to the current year's presentation.
45. Note No.1 to 44 form integral part of the Balance Sheet and Statement of Profit and Loss.
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