l) Provisions and contingent liabilities
The Company creates a provision when there exists a present obligation as a result of a past event that probably requires an outflow of resources and a reliable estimate can be made of the amount of the obligation. A disclosure for a contingent liability is made when there is a possible obligation or a present obligation that may, but probably will not, require an outflow of resources. When there is a possible obligation or a present obligation in respect of which the likelihood of outflow of resources is remote, no provision or disclosure is made. Contingent assets are not recognized in financial statements.
m) Non-current assets held for sale
Non-current assets are classified as held for sale if their carrying amount will be recovered principally through a sale transaction rather than through continuing use and a sale is considered highly probable. They are measured at the lower of their carrying amount and fair value less costs to sell, except for assets such as deferred tax assets arising from employee benefits, financial assets and contractual rights under insurance contracts, which are specifically exempt from this requirement
Non-current assets are not depreciated or Amortized while they are classified as held for sale.
n) Exceptional items
When items of income and expense within statement of profit and loss from ordinary activities are of such size, nature or incidence that their disclosure is relevant to explain the performance of the enterprise for the period, the nature and amount of such material items are disclosed separately as exceptional items.
1D. Other accounting policies
a) Borrowings
Borrowing is initially recognised at net of transaction costs incurred and measured at Amortized cost using effective interest method. Borrowings are classified as current liabilities unless the Company has an unconditional right to defer the settlement of the liability for at least 12 months after the reporting period.
Effective interest method:
The effective interest method is a method of calculating the Amortized cost of a debt instrument and of allocating interest expenses over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash payment (including all fees and points paid or received that form an integral part of the effective interest rate, transaction costs and other premiums or discounts) through the expected life of the debt instrument, or, where appropriate, a shorter period, to the gross carrying amount on initial recognition.
b) Earnings Per Share
Basic Earnings per Share
Basic earnings per share is calculated by dividing the profit attributable to owners of the company by the weighted average number of equity shares outstanding during
the financial year. Earnings considered in ascertaining the Company’s earnings per share is the net profit for the year.
Diluted earnings per share
For the purpose of calculating diluted earnings per share, the net profit or loss for the year attributable to equity shareholders and the weighted average number of shares outstanding during the year is adjusted for the effects of all dilutive potential equity shares.
c) Business combination
In accordance with Ind AS 103 "Business Combination”, the Company accounts for the business combinations using the acquisition method when control is transferred to the Company. The consideration transferred for the business combination is generally measured at fair value as at the date the control is acquired (acquisition date), as the identifiable assets acquired. Any goodwill that arises is tested annually for impairment. Any gain on bargain purchase is recognised directly in equity as capital reserve. Transaction cost are expensed as incurred, except to the extent related to the issue if debt or equity securities.
d) Foreign currency transactions and balances
i. Transactions denominated in foreign
currencies are recorded at the
exchange rate prevailing on the date of transaction. Monetary assets and liabilities denominated in foreign currencies at the year-end are restated at the closing rate of exchange
prevailing on the reporting date.
ii. Any exchange difference arising
on account of settlement of foreign currency transactions and restatement of monetary assets and
liabilities denominated in foreign currency is recognised in the Statement of Profit and Loss.
iii. Non-monetary items that are measured in terms of historical cost in a foreign currency are recorded using the exchange rates at the date of the transaction. Non-monetary items measured at fair value in a foreign currency are translated using the exchange rates at the date when the fair value was measured. The gain or loss arising on translation of non-monetary items measured at fair value is treated in line with the recognition of the gain or loss on the change in fair value of the item (i.e., translation differences on items whose fair value gain or loss is recognised in
Other Comprehensive Income or the Statement of Profit and Loss are also recognised in Other Comprehensive Income or the Statement of Profit and Loss, respectively).
1E. Recent accounting pronouncements
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 31st March 2025, MCA has notified Ind AS 117 - Insurance Contracts and amendments to Ind AS 116 - Leases, relating to sale and leaseback transactions, applicable to the Company w.e.f. 1st April 2024. The Company has reviewed the new pronouncements and based on its evaluation has determined that it does not have any significant impact in its standalone financial statements.
Note:
Goodwill is tested for impairment at least annually or whenever there is an indication that goodwill may be impaired. For impairment testing, goodwill is allocated to the cash generating units (CGUs) which represents the lowest level within the company at which goodwill is monitored for internal management purposes.
The recoverable amount of the cash generating units has been assessed using a value-in-use model. Value in use is calculated as the net present value of the projected pre-tax cash flows plus a terminal value of the cash generating unit to which the goodwill is allocated. Initially a pretax discount rate is applied to calculate the net present value of the pre-tax cash flows. Key assumptions upon which the Company has based its determinations of value in use includes:
a) The Company prepares its cash flow forecast for operating five years based on management’s projections.
b) A terminal value is arrived at by extrapolating the last forecasted year cash flows to perpetuity, using a constant long-term growth rate 5.00%.
c) Growth rates: The growth rates are based on industry growth forecasts. Management determines the budgeted growth rates based on past performance and its expectations of market development. The growth rates used were 10.00%.
d) Discount rates: Management estimates discount rates that reflect current market assessments of the risks specific to the CGU, taking into consideration the time value of money and individual risks of the underlying assets that have not been incorporated in the cash flow estimates. The discount rate calculation is based on the specific circumstances of the Company and its operating Industry and is derived from its weighted average cost of capital (WACC) 18.20%.
e) Sensitivity: Reasonable sensitivities in key assumptions consequent to the change in estimated growth rate and discount rate is unlikely to cause the carrying amount to exceed the recoverable amount of the cash generating units.
(*) The Company has waived off Conversion right
(**) In Previous Year pursuant to the scheme of arrangement between Halaplay Technologies Private Limited (Demerger Company) and Openplay Technologies Private Limited (Resulting Company) below mentioned shares have been allotted to the Company;
- 305 fully paid up equity shares of ' 10/- each are alloted of the Resulting Company against shares of 43,484 fully paid up equity Shares of ' 100/- each of the demerged Company
- 70 fully paid up equity shares of ' 10/- each are alloted of the Resulting Company against shares of 9,998 fully paid up equity Shares of ' 1/- each of the demerged Company.
(***) During the year ended 31st March 2025, the Company disposed of a 51% interest in Deltatech Gaming Limited, reducing its holding from 100% to 49%. As a result, Deltatech Gaming Limited ceased to be a subsidiary and is now accounted for as a joint venture and associates under the equity method.
Note:
The Company reviews its carrying value of investments in material subsidiaries carried at cost (net of impairment, if any) annually, or more frequently when there is indication for impairment. If the recoverable amount is less than its carrying amount, the impairment loss is accounted for in the statement of profit and loss.
The recoverable amounts of the respective investments in such subsidiaries have been assessed using a value in use model. Value in use is generally calculated as the net present value of the projected post-tax cash flows plus a terminal value of the respective subsidiaries to which the Investment is allocated. Initially, a post-tax discount rate is applied to calculate the net present value of the post-tax cash flows.
Key assumptions upon which the Company has based its determinations of value in use includes:
a) The Company prepares its cash flow forecast for operating five years based on management’s projections.
b) A terminal value is arrived at by extrapolating the last forecasted year cash flows to perpetuity, using a constant long term growth rate 5.00%.
c) Growth rates: The growth rates are based on industry growth forecasts. Management determines the budgeted growth rates based on past performance and its expectations of market development. The growth rates used were ranging from 12.00% to 15.00%.
d) Discount rates: Management estimates discount rates that reflect current market assessments of the risks specific to the subsidiaries, taking into consideration the time value of money and individual risks of the underlying assets that have not been incorporated in the cash flow estimates. The discount rate calculation is based on the specific circumstances of the subsidiaries and its operating Industry and is derived from its weighted average cost of capital (WACC) is 18.20%.
e) Sensitivity: Reasonable sensitivities in key assumptions consequent to the change in estimated growth rate and discount rate is unlikely to cause the carrying amount to exceed the recoverable amount of the subsidiaries.
Capital Redemption Reserves
As per Companies Act, 2013, capital redemption reserve is created when company purchases its own shares out of free reserves or securities premium. A sum equal to the nominal value of the shares so purchased is transferred to capital redemption reserve and it is a non-distributable reserve.
Securities Premium
Securities premium is used to record the premium on issue of shares. The reserve can be utilised in accordance with the provision of the Companies Act, 2013.
Share Options Outstanding Account
The Employee Stock Options Reserve represents reserve in respect of equity settled share options granted to the Company’s employees in pursuance of the Employee Stock Option Plan.
General Reserve
The Company created a General reserve in earlier years pursuant to the provisions of the Companies Act, 1956 wherein certain percentage of profits were required to be transferred to General Reserve before declaring dividends. As per Companies Act 2013, the requirements to transfer profits to General Reserve is not mandatory. General reserve is a free reserve available to the Company.
Notes:-
(i) The matter is with respect to disallowance of certain expenses and tax deducted at source. The same has been pending with various authorities. Pending resolution of the respective proceedings, it is not practicable for the Company to estimate the timings of cash outflows, if any, in respect of the above as it is determinable only on receipt of judgements/decisions pending with various forums/authorities. The Company has reviewed all its pending litigations and proceedings and has adequately provided for where provisions are required and disclosed as contingent liabilities where applicable.
(ii) On 27th September, 2023 the Company along with its two subsidiary companies received show cause notices from the Directorate General of GST Intelligence, Hyderabad, for alleged short payment of Goods and Service Tax (GST) aggregating ' 16,822.98 Crores under Section 74(1) of the CGST Act, 2017 and Goa SGST Act, 2017 for the period from 1st July, 2017 to 31st March, 2022 and Deltatech Gaming Limited (“DGL"), ‘the associate company’ (erstwhile subsidiary company), received show cause notice dated 28th October, 2023 for alleged short payment of Goods and Service Tax (GST) aggregating ' 6,384.32 Crores for the period from 1st July, 2017 to 30th November, 2022 from Directorate General of GST Intelligence, Kolkata.
By virtue of Share Purchase and Investment Agreement dated 20th February, 2025 read with amended agreement dated 19th March, 2025 between Delta Corp Limited, Deltatech Gaming Limited and Head Digital Works Private Limited, Company’s liability in respect of the matter for DGL has been capped up to ' 34.80 Crores.
The amounts claimed under the above notices are inter-alia based on the gross bet value/face value of all games played at the casinos/ online platform and short payment of GST on consideration received towards entry to the casino/gross rake amount collected from online platform during the above mentioned period. The demands made by the authorities on the gross bet value/ gross face value as against gross gaming revenue/gross rake amount has been an industry issue and multiple representations have been made by the industry participants to the Government in this regard.
The Holding Company / subsidiary companies/ associate company (erstwhile subsidiary company), as mentioned above, have filed Writ petitions and have obtained Stay order from respective High Courts. The Union of India had sought the transfer of all similar Writ Petitions of the entire Industry pending at various High Courts to the Hon’ble Supreme Court and same has been admitted by the Hon’ble Supreme court.
Without prejudice, the Company, based on legal assessment, is of the view that all the notices and the tax demands are arbitrary in nature and contrary to the provisions of law. The company has challenged such tax demands and initiated necessary legal proceedings.
Further, the Company has made investments in equity shares aggregating to ' 650.58 Crores in two subsidiaries who have received notices for alleged short payment of GST aggregating to ' 11,439.49 Crores and Investment of ' 159.08 Crores in associate Company (erstwhile subsidiary company) who have received notices for alleged short payment of GST to ' 6,384.32 Crores as mentioned above. In addition to investments in equity shares, the Company has also provided short term loans aggregating ' 35.92 Crores to the two subsidiaries. Considering the fact that these subsidiaries and associate Company (erstwhile subsidiary company) have a good ground to defend against the said show cause notices, the management of the Company believes that until the GST matter gets effectively concluded, no provision for impairment is currently required towards investments made in equity shares of two subsidiary companies and associate company and towards loans given to the two subsidiaries.
(iii) The Company has obtained licenses under the Export Promotion Capital Goods Scheme (EPCG) for importing capital goods at a concessional rate of custom duty against submission of bank guarantee and bonds.
Under the terms of the respective schemes, the Company is required to earn foreign exchange value equivalent to, eight times and in certain cases six times of the duty saved in respect of licenses where export obligation has been fixed by the order of the Director General Foreign Trade, Ministry of Finance, as applicable within a specified period from the date of import of capital goods. The Export Promotion Capital Goods Schemes, Foreign Trade Policy 2009-2014 as issued by the Central Government of India, covers both manufacturer’s exports and service providers. Accordingly, in accordance with the Chapter 5 of Foreign Trade Policy 2009-2014, the Company has earned foreign exchange of required value of export obligation. Awaiting the required confirmation from the authorities, full duty saved amount under the above referred scheme has been disclosed as Contingent Liability.
34 EMPLOYEE BENEFITS :
Brief description of the Plans:
The Company has various schemes for employee benefits such as Provident Fund, ESIC, Gratuity and Leave Encashment. The Company’s defined contribution plans are Provident Fund (in case of certain employees) and Employees State Insurance Fund (under the provisions of the Employees’ Provident Funds and Miscellaneous Provisions Act, 1952). The Company has no further obligation beyond making the contributions to such plans.
A Defined Benefits 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 level of benefits provided depends on the member’s length of service and salary at retirement age. The fund has the form of a trust and it is 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.
The Plan typically exposes the Company to actuarial risk such as
a) Interest 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.
b) 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.
c) 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.
d) 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.
e) Asset Liability Matching Risk:- The plan faces the ALM risk as to the matching cash flow. Since the plan is invested in lines of Rule 101 of Income Tax Rules, 1962, this generally reduces ALM risk.
f) Concentration Risk:- Plan is having a concentration risk as all the assets are invested with the insurance company and a default will wipe out all the assets. Although probability of this is very low as insurance companies have to follow stringent regulatory guidelines which mitigate risk.
The above sensitivity analyses are based on change in an assumption while holding all other assumptions constant. In practice, this is unlikely to occur, and changes in some of the assumptions may be correlated. When calculating the sensitivity of the defined benefit obligation to significant actuarial assumptions the same method (present value of the defined benefit obligation calculated with the projected unit credit method at the end of the reporting period) has been applied as when calculating the defined benefit liability recognised in the balance sheet.
The estimates of future salary increases, considered in actuarial valuation, take account of inflation, seniority, promotion and other relevant factors, such as supply and demand in the employment market.
The Company is exposed to currency risk arising from its trade exposures and capital receipt / payments denominated, in other than the Functional Currency. The Company has a detailed policy which includes setting of the recognition parameters, benchmark targets, the boundaries within which the treasury has to perform and also lays down the checks and controls to ensure the continuing success of the treasury function.
The Company has defined strategies for addressing the risks for each category of exposures (e.g. for imports, for loans, etc.). The centralised treasury function aggregates the foreign exchange exposure and takes prudent measures to hedge the exposure based on prevalent macro-economic conditions.
41 CREDIT RISK
Credit risk arises from the possibility that the counter party may not be able to settle their obligations as agreed. To manage this, the Company periodically assesses financial reliability of customers and other counter parties, taking into account the financial condition, current economic trends, and analysis of historical bad debts and ageing of financial assets. Individual risk limits are set and periodically reviewed on the basis of such information.
The Company considers the probability of default upon initial recognition of asset and whether there has been a significant increase in credit risk on an ongoing basis through each reporting period. To assess whether there is a significant increase in credit risk the Company compares the risk of default occurring on asset as at the reporting date with the risk of default as at the date of initial recognition. It considers reasonable and supportive forwarding-looking information such as:
i) Actual or expected significant adverse changes in business
ii) Actual or expected significant changes in the operating results of the counter party,
iii) Financial or economic conditions that are expected to cause a significant change to the counter party’s ability to meet its obligations,
The Company measures the expected credit loss of trade receivables based on historical trend, industry practices and the business environment in which the entity operates. Loss rates are based on actual credit loss experience and past trends. Based on the historical data, additional loss on collection of receivable is recognised.
Trade Receivables:
The maximum exposure to the credit risk at the reporting date is primarily from trade receivable amounting to ' 4.12 Crores as on 31st March, 2025 (Previous Year: ' 6.44 Crores).
42 CAPITAL RISK MANAGEMENT
a) The Company manages its capital to ensure that it will be able to continue as going concern while maximising the return to stakeholders through the optimisation of the debt and equity balance. The capital structure of the Company consists of net debt (borrowings offset by cash and cash equivalent) and total equity of the Company.
The Company determines the amount of capital required on the basis of annual as well as long term operating plans and other strategic investment plans. The funding requirements are met through Non-Current and Current borrowings. The Company monitors the capital structure on the basis of total debt to equity ratio and maturity profile of the overall debt portfolio of the Company.
43 LIQUIDITY RISK
Prudent liquidity risk management implies maintaining sufficient cash and marketable securities and the availability of funding through an adequate amount of committed credit facilities to meet obligations when due and to close out market positions. Due to the dynamic nature of the underlying businesses, Company treasury maintains flexibility in funding by maintaining availability under committed credit lines. Management monitors rolling forecasts of the Company’s liquidity position and cash and cash equivalents on the basis of expected cash flows.
44 INTEREST RATE RISK & SENSITIVITY ANALYSIS
Interest rate risk is the risk that the fair value of future cash flows of the financial instruments will fluctuate because of changes in market interest rates. In order to optimize the Company’s position with regards to interest income and interest expenses and to manage the interest rate risk, treasury performs a comprehensive corporate interest rate risk management by balancing the proportion of fixed rate and floating rate financial instruments in its total portfolio. At the year end, there was no borrowing outstanding.
45 OTHER PRICE RISKS
The Company is exposed to price risks arising from equity and mutual fund investments. Certain of the Company’s equity investments are held for strategic rather than trading purposes.
Above referred sensitivity pertains to quoted equity investment & mutual fund. Profit for the year would increase / (decrease) as a result of gains / losses on equity securities / mutual fund as at fair value through Other Comprehensive Income / profit or loss, respectively. There will also be a corresponding impact on equity.
In accordance with Ind AS 108 ‘Operating Segment’, segment information has been given in the consolidated financial statements and therefore, no separate disclosure on segment information is given in these Standalone financial statements.
For the year ended 31st March, 2025 the exceptional item comprises of a gain (net of expenses) of ' 57.14 Crores on the sale of 51% equity shares of the subsidiary company, Deltatech Gaming Limited and a loss of ' 0.15 Crores arising from the strike-off of the wholly owned, non-material foreign subsidiary, Delta Offshore Developers Ltd. Previous Year exceptional item includes profit on sale of subsidiary company viz namely Caravella Entertainment Private Limited of ' 61.99 Crores and IPO amount of ' 3.13 Crores is expensed out.
49 EVENT OCCURRING AFTER BALANCE SHEET DATE
The Board of Directors has recommended final Equity dividend of ' 1.25 per equity share (Previous year: ' 1.25 per equity share) for the financial year 2024-25.
During the current year, the Board of Directors of the Company at its meeting held on 6th December, 2024 have approved Revised Composite Scheme of Arrangement amongst Delta Corp Limited (DCL) and Deltin Hotel & Resorts Private Limited (DHRPL) (wholly own subsidiary of DPPL) and Delta Penland Limited (DPPL) (wholly own subsidiary of DCL) and Deltin Cruises and Entertainment Private Limited (DCEPL) (wholly own subsidiary of DCL) and their respective shareholders and creditors under Sections 230 to 232 read with Section 66 and other applicable provisions of the Companies Act, 2013 ("Revised Scheme”) and the same was filed with Stock Exchanges under Regulation 37 of Listing Regulation. The Scheme will be effective from 1st April, 2025. Pending receipt of statutory approvals as required including that of Mumbai Bench of the National Company Law Tribunal (‘NCLT’), no adjustments have been made in the books of accounts and in the standalone financial statements on a going concern basis.
51 SHARE-BASED PAYMENTS
a) Details of the Employee Share Option Plan of the Company
Pursuant to the approval of Board of Directors and the Shareholders of the Company a Scheme called "Delta Corp Employee Stock Options Scheme - 2009” ("DELTACORP ESOS 2009”), the company grants benefits to eligible employee by granting Stock Options ("Options”).
Options granted under DELTACORP ESOS 2009 would vest not less than one year and not more than five years from the date of grant of such options. Vesting of options would be subject to continued employment with the Company and thus the options would vest on passage of time.
The options are granted at the price determined by the Nomination Remuneration Compensation Committee. Each option entitles the holder to exercise the right to apply for and seek allotment of one equity share of ' 1/- each. The Option granted in Financial Year 2017-18 and 2018-19 shall vest in three installments. On 23rd September, 2019, terms of option granted in FY 2018-19 have been modified, repriced and vesting period reduced to three years from four years. Accordingly fair value recalculated with modified terms. Details of options granted during the financial year 2017-18 & 2018-19 duly approved by the Nomination Remuneration Compensation Committee under the said scheme are given below.
Each employee share option converts into one equity share of the Company on exercise. No amounts are paid or payable by the recipient on receipt of the option. The options carry neither rights to dividends nor voting rights. Options may be exercised at any time from the date of vesting to the date of their expiry.
An Employee Stock Appreciation Right (ESAR) is an award which provides the holder with the ability to profit from the appreciation in value of a set number of shares of company stock over a set period of time. The valuation of a stock appreciation right operates exactly like a stock option in that the employee benefits from any increases in stock price above the price set in the award. However, unlike an option, the employee is not required to pay an exercise price to exercise them, but simply receives the net amount of the increase in the stock price in either shares of company stock or Cash, as decided by The Nomination Remuneration Compensation Committee.
Note:
a) Volatility: Volatility is a measure of the amount by which a price has fluctuated or is expected to fluctuate during the year. The measure of volatility is used in Black Scholes annualized standard deviation of the continuously compounded rate of return on the stock over a period of time. The Company considered the daily historical volatility of the Company’s expected life of each vest.”
b) Risk Free Rate: The risk free 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 securities.
c) Expected Life of the Options / ESARs: Expected life of the options / ESARs is the period for which the Company expects the options / ESARs to be live. The minimum life of a stock option / ESARs is the minimum period before which the options / ESARs cannot be exercised and the maximum life is the period after which the options / ESARs cannot be exercised. The Company has calculated expected life as the average of life of the options / ESARs.
* EBIT = Earning before Interest, tax, exceptional items less Other Income.
** Capital employed = Total Equity - Intangible assets - Intangible assets under development - Deferred Tax Assets
(Net) Deferred Tax Liabilities (Net) - Goodwill - Non-Current Tax Assets (Net) Current Tax Liabilities (Net).
Notes:-
1. Wherever, numerator and denominator both are positive, ratio is presented as positive.
2. Wherever, either numerator or denominator or both are negative, ratio is presented as negative.
3. Debt Service Coverage Ration and Debt Equity Ration not calculated as at 31st March, 2025 and 31st March, 2024 as Company not having any borrowings.
Reasons for more than 25% variance
1 Return on Equity Ratio: The total revenue is decreased in current year as compare to previous year which is offset by increasing operational cost and tax expense. Due to which, there is adverse impact on Return on Equity Ratio as compared with previous year.
2 Trade Payable Turnover Ratio: In current year, there is decrease in trade payable and increase in net credit purchases as compared to previous year, which leads to increase in Trade Payable Turnover Ratio.
3 Return on Investment Ratio and Return on Capital Employed: The total revenue is decreased in current year as compared to previous year which is offset by increasing operational cost and tax expense. Due to which, there is adverse impact on Return on Investment Ratio and Return on Capital Employed as compared with previous year.
56 OTHER STATUTORY INFORMATION:
i) The company has no transactions with the companies struck off under Companies Act, 2013 or Companies Act, 1956.
ii) There is no income surrendered or disclosed as income during the current or previous year in the tax assessment under the Income Tax Act, 1961, that has been recorded in the books of accounts.
iii) The company has not revalued its property, plant and equipment (including right-of-use assets) or intangible assets or both during the current or previous year.
iv) The company has not given any loans or advances in the nature of loans to the promoters, Directors, KMPs or the related parties as defined under Companies Act, 2013.
v) No funds have been advanced or loaned or invested (either from borrowed funds or securities premium or any other sources or kind of funds) by the Company to or in any person(s) or entity(ies), including foreign entities (‘the intermediaries’), with the understanding, whether recorded in writing or otherwise, that the intermediary shall, whether, directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company (‘the Ultimate Beneficiaries’) or provide any guarantee, security or the like on behalf the Ultimate Beneficiaries.
No funds have been received by the Company from any person(s) or entity(ies), including foreign entities (‘the Funding Parties’), with the understanding, whether recorded in writing or otherwise, that the Company shall, whether directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (‘Ultimate Beneficiaries’) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
vi) No proceedings have been initiated on or are pending against the company for holding benami property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and Rules made thereunder.
vii) The company has not been defined as willful defaulter by any bank or financial institution or government or any government authority.
viii) There are no charges or satisfactions which are yet to be registered with Registrar of Companies beyond the statutory period.
ix) The company has not traded or invested in crypto currency or virtual currency during the current year or previous year.
x) The Company has entered into any scheme of arrangement which is pending for approvals from Mumbai Bench of the National Company Law Tribunal (‘NCLT’) and hence no accounting impact on current or previous year.
xi) The company has complied with the number of layers prescribed under Companies Act, 2013.
57 AUDIT TRAIL
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 but the same was not enabled from 01st April, 2024 to 11th June, 2024 as company is in process of implementing new accounting software from 01st April, 2024.
The Company using ticketing software for issue of tickets, which does not have a feature of recording audit trail (edit log) facility, as audit trail (edit log) function not available in this software.
The Company has used software for maintaining its revenue and material master details (for hospitality business) which has a feature of audit trail (edit log) facility and the same was enabled at the application level, however software does not capture the details of what data has changed while recording audit trail (edit log) facility at the application level. During the year ended 31st March 2025, the Company has not enabled the feature of recording audit trail (edit log) facility at the database level for the said software to log any direct data changes.
Also, Company has used software for maintaining its payroll records is operated by a third-party software service provider which has a feature of audit trail (edit log) facility and the same was enabled at the application level, however in the absence of any information on existence of audit trail (edit logs) facility for any direct changes made at the database level in the ‘Independent Service Auditor’s Assurance Report on the Description of Controls, their Design and Operating Effectiveness’ (‘Type 2 report’ issued in accordance with SAE 3402, Assurance Reports on Controls at a Service Organization), management are unable to comment on whether audit trail feature with respect to the database of the said software was enabled and operated throughout the year.
(*) The fair valuation of the investment is based on the perception about the macro and economic factors, affecting the investee company, existing market condition and market participants assumption and other data available.
The accompanying material accounting policies and notes are an integral part of these Standalone financial statements
As per our report of even date attached For and on behalf of Board
For Walker Chandiok & Co LLP Jaydev Mody Chairman DIN : 00234797
Chartered Accountants Ashish Kapadia Managing Director DIN : 02011632
Firm Regn. No. 001076N/N500013 Pankaj Razdan Director DIN : 00061240
Director DIN : 00021311
Director DIN : 00046853
Partner Chetan Desai Director DIN : 03595319
Membership No. 042423 Tara Subramaniam Director DIN : 07654007
President & CFO
Company Secretary FCS No : 7750
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