d) Provisions and contingent liabilities
• General
Provisions are recognised when the Company has a present obligation (legal or constructive) as a result of past events, 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. When the Company expects some or all a provision to be reimbursed, the reimbursement is recognised 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. Provisions are not recognised for future operating losses.
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 recognised as interest expense.
• Contingent Liabilities
Contingent liabilities are disclosed when there is a possible obligation arising from past events, the existence of which will be confirmed only by the occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the Company or a present obligation that arises from past events where it is either not probable that an outflow of resources will be required to settle or a reliable estimate of the amount cannot be made.
e) Employee benefits
• Short-term obligations
Liabilities for wages and salaries, including non-monetary benefits that are expected to be settled wholly within 12 months after the end of the period in which the employees render the related service are recognised in respect of employees' services up to the end of the reporting period and are measured at the amounts expected to be paid when the liabilities are settled. The liabilities are presented as current employee benefit obligations in the balance sheet.
• Other long-term employee benefit obligations
The liabilities for earned leave and sick leave are not expected to be settled wholly within 12 months after the end of the period in which the employees render the related service. They are therefore measured as the present value of expected future payments to be made in respect of services provided by employees up to the end of the reporting period using the projected unit credit method. The benefits are discounted using the market yields at the end of the reporting period on the government bonds that have terms approximating to the terms of the related obligation. Re-measurements as a result of experience adjustments and changes in actuarial assumptions are recognised in profit or loss.
The obligations are presented as current liabilities in the balance sheet if the entity does not have an unconditional right to defer settlement for at least twelve months after the reporting period, regardless of when the actual settlement is expected to occur.
• Post-employment obligations
The Company operates the following post-employment schemes:
? Defined benefit plans in the nature of gratuity and
? Defined contribution plans such as provident fund.
? Gratuity obligations
The liability or asset recognised in the balance sheet in respect of defined benefit gratuity plans is the present value of the defined benefit obligation at the end of the reporting period less the fair value of plan assets. The defined benefit obligation is calculated annually by actuaries using the projected unit credit method.
The present value of the defined benefit obligation denominated in INR is determined by discounting the estimated future cash outflows by reference to market yields at the end of the reporting period on government bonds that have terms approximating to the terms of the related obligation.
The net interest cost is calculated by applying the discount rate to the net balance of the defined benefit obligation and the fair value of plan assets. This cost is included in employee benefit expense in the statement of profit and loss.
Re-measurement gains and losses arising from experience adjustments and changes in actuarial assumptions are recognised in the period in which they occur, directly in other comprehensive income. They are included in retained earnings in the statement of changes in equity and in the balance sheet.
Changes in the present value of the defined benefit obligation resulting from plan amendments or curtailments are recognised immediately in profit or loss as past service cost.
? Defined contribution plans
The Company pays provident fund contributions to publicly administered provident funds as per local regulations. The Company has no further payment obligations once the contributions have been paid. The contributions are accounted for as defined contribution plans and the contributions are recognised as employee benefit expense when they are due. Prepaid contributions are recognised as an asset to the extent that a cash refund or a reduction in the future payments is available.
f) Investments and Other Financial assets
• Classification & Recognition:
Regular way purchases and sales of financial assets are recognised on trade-date, the date on which the Company commit to purchase or sell the financial asset.
• Measurement:
Financial assets with embedded derivatives are considered in their entirety when determining whether their cash flows are solely payment of principal and interest.
Amortised cost:
Assets that are held for collection of contractual cash flows where those cash flows represent solely payments of principal and interest are measured at amortised cost. A gain or loss on a debt investment that is subsequently measured
at amortised cost and is not part of a hedging relationship is recognised in profit or loss when the asset is derecognised or impaired. Interest income from these financial assets is included in finance income using the effective interest rate method. Impairment losses are presented as a separate line item in the financial statement.
Fair value through other comprehensive income (FVOCI):
Assets that are held for collection of contractual cash flows and for selling the financial assets, where the assets' cash flows represent solely payments of principal and interest, are measured at fair value through other comprehensive income (FVOCI). Movements in the carrying amount are taken through OCI, except for the recognition of impairment gains or losses, interest revenue and foreign exchange gains and losses which are recognised in profit and loss. When the financial asset is derecognised, the cumulative gain or loss previously recognised in OCI is reclassified from equity to profit or loss. Interest income from these financial assets is included in other income using the effective interest rate method. Foreign exchange gains and losses and impairment expenses are presented as separate lines item in the financial statements.
Fair value through profit or loss:
• Assets that do not meet the criteria for amortised cost or FVOCI are measured at fair value through profit or loss. A gain or loss on a debt investment that is subsequently measured at fair value through profit or loss and is not part of a hedging relationship is recognised in profit or loss and presented net in the statement of profit and loss in the period in which it arises. Interest income from these financial assets is included in other income.
Derecognition of financial assets
A financial asset is derecognised only when the Company has transferred the rights to receive cash flows from the financial asset or retains the contractual rights to receive the cash flows of the financial asset but assumes a contractual obligation to pay the cash flows to one or more recipients.
Where the entity has transferred an asset, the Company evaluates whether it has transferred substantially all risks and rewards of ownership of the financial asset. In such cases, the financial asset is derecognised. Where the entity has not transferred substantially all risks and rewards of ownership of the financial asset, the financial asset is not derecognised.
Where the entity has neither transferred a financial asset nor retains substantially all risks and rewards of ownership of the financial asset, the financial asset is derecognised if the Company has not retained control of the financial asset. Where the Company retains control of the financial asset, the asset is continued to be recognised to the extent of continuing involvement in the financial asset.
• Reclassification of financial assets
The Company determines classification of financial assets and liabilities on initial recognition. After initial recognition, no reclassification is made for financial assets which are equity instruments and financial liabilities. For financial assets which are debt instruments, a reclassification is made only if there is
a change in the business model for managing those assets. Changes to the business model are expected to be infrequent. The Company's senior management determines change in the business model as a result of external or internal changes which are significant to the Company's operations. Such changes are evident to external parties. A change in the business model occurs when the Company either begins or ceases to perform an activity that is significant to its operations. If the Company reclassifies financial assets, it applies the reclassification prospectively from the reclassification date which is the first day of the immediately next reporting period following the change in business model. The Company does not restate any previously recognised gains, losses (including impairment gains or losses) or interest.
g) Financial liabilities
• Trade and other payables
These amounts represent liabilities for goods and services provided to the Company prior to the end of financial year which are unpaid. They are recognised initially at their fair value and subsequently measured at amortised cost using the effective interest method.
h) Offsetting of financial instruments
Financial assets and financial liabilities are offset and the net amount is reported in the balance sheet if there is a currently enforceable legal right to offset the recognised amounts and there is an intention to settle on a net basis, to realise the assets and settle the liabilities simultaneously. The legally enforceable right must not be contingent on future events and must be enforceable in the normal course of business and in the event of default, insolvency or bankruptcy of the Company or the counter party.
i) Foreign currency translation Functional and presentation currency
I tems included in the financial statements of the Company are measured using the currency of the primary economic environment in which the Company operates ('the functional currency'). The financial statements are presented in Indian rupee (INR), which is company's functional and presentation currency.
Transactions and balances
Foreign currency transactions are translated into the functional currency using the exchange rates at the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation of monetary assets and liabilities denominated in foreign currencies at year end exchange rates are generally recognised in profit or loss. A monetary item for which settlement is neither planned nor likely to occur in the foreseeable future is considered as a part of the entity's net investment in that foreign operation.
Non-monetary items that are measured in terms of historical cost in a foreign currency are translated using the exchange rates at the dates of the initial transactions.
j) Intangible Assets
Intangible assets acquired separately are measured on initial recognition at cost. Following initial recognition, intangible assets are carried at cost less accumulated amortisation and accumulated impairment losses.
I ntangible assets with finite lives are amortised over their useful economic lives on straight lined basis and assessed for impairment whenever there is an indication that the intangible asset may be impaired. The amortisation period and the amortisation method for an intangible asset with a finite useful life are reviewed at least at the end of each reporting period.
Software has been amortized over the useful life of 8-10 years.
Changes in the expected useful life or the expected pattern of consumption of future economic benefits embodied in the asset are considered to modify the amortisation period or method, as appropriate, and are treated as changes in accounting estimates. The amortisation expense on intangible assets with finite lives is recognised in the statement of profit or loss.
All intangible assets are amortised on a straight-line basis over a period of useful lives.
The Company does not have any intangible assets with indefinite useful lives.
Gains or losses arising from derecognition of an intangible asset are measured as the difference between the net disposal proceeds and the carrying amount of the asset and are recognised in the statement of profit or loss when the asset is derecognised.
k) Cash and cash equivalents
Cash and cash equivalent in the balance sheet comprise cash at banks, which are subject to an insignificant risk of changes in value.
For presentation in the statement of cash flows, cash and cash equivalents consist of cash and cash equivalent, as defined above, net of outstanding bank overdrafts if they are considered an integral part of the Company's cash management.
l) 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, adjusted for bonus elements in equity shares issued during the year and excluding treasury shares.
Diluted earnings per share
Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to take into account the after-income tax effect of interest and other financing costs associated with dilutive potential equity shares, and the weighted average number of additional equity shares that would have been outstanding assuming the conversion of all dilutive potential equity shares.
m) Trade receivable
Trade receivables are amounts due from customers for goods sold or services performed in the ordinary course of business. Trade receivables are recognised initially at the transaction price unless there are significant financing components, when they are recognised at fair value. The Company holds the trade receivables with the objective to collect contractual cash flows and therefore measures them subsequently at amortised cost using the effective interest method, less loss allowance.
n) Business combinations - common control transactions
Business combinations involving entities that are controlled by the group are accounted for using the pooling of interests method as follows:
• The assets and liabilities of the combining entities are reflected at their carrying amounts.
• No adjustments are made to reflect fair values or recognise any new assets or liabilities. Adjustments are only made to harmonise accounting policies.
• The financial information in the financial statements in respect of prior periods is restated as if the business combination had occurred from the beginning of the preceding period in the financial statements, irrespective of the actual date of the combination. However, where the business combination had occurred after that date, the prior period information is restated only from that date.
• The balance of the retained earnings appearing in the financial statements of the transferor is aggregated with the corresponding balance appearing in the financial statements of the transferee or is adjusted against general reserve.
• The identity of the reserves is preserved and the reserves of the transferor become the reserves of the transferee.
• The difference, if any, between the amounts recorded as share capital issued plus any additional consideration in the form of cash or other assets and the amount of share capital of the transferor is transferred to capital reserve and is presented separately from other capital reserves.
o) Hedge accounting:
The Company designates certain derivatives as hedging instruments in respect of foreign currency risk, as either fair value hedges or cash flow hedges. Hedges of foreign exchange risk on firm commitments are accounted for as cash flow hedges.
At the inception of the hedge relationship, the entity documents the relationship between the hedging instrument and the hedged item, along with its risk management objectives and its strategy for undertaking various hedge transactions. Furthermore, at the inception of the hedge and on an ongoing basis, the Company documents whether the hedging instrument is highly effective in offsetting changes in fair values or cash flows of the hedged item attributable to the hedged risk.
Fair value hedges
Changes in fair value of the designated portion of derivatives that qualify as fair value hedges are recognised in profit or loss immediately, together with any changes in the fair value of the hedged asset or liability that are attributable to the hedged risk. The change in the fair value of the designated portion of hedging instrument and the change in the hedged item attributable to the hedged risk are recognised in profit or loss in the line item relating to the hedged item.
Hedge accounting is discontinued when the hedging instrument expires or is sold, terminated, or exercised, or when it no longer qualifies for hedge accounting.
2.4 Significant Accounting Judgements, Estimates and Assumptions
The preparation of standalone financial statements requires the use of accounting estimates. Management exercises judgement in applying the company's accounting policies. Estimates and assumptions are continuously evaluated and are based on historical experience and other factors including expectations of future events that are believed to be reliable and relevant under the circumstances. This note provides an overview of the areas that involved a higher degree of judgement or complexity, and of items which are more likely to be materially adjusted due to estimates and assumptions turning out to be different than those originally assessed. Management believes that the estimates are the most likely outcome of future events. Detailed information about each of these estimates and judgements is described below:
a. Revenue Recognition on Contracts with Customers
The Company's contracts with customers could include promises to transfer multiple products and services to a customer. The Company assesses the products / services promised in a contract and identifies distinct performance obligations in the contract. Identification of distinct performance obligation involves judgement to determine the distinct goods/ services and the ability of the customer to benefit independently from such goods/services.
Judgement is also required to determine the transaction price for the contract. The transaction price could be either a fixed amount of customer consideration or variable consideration with elements such as liquidated damages, penalties and financing components. Any consideration payable to the customer is adjusted to the transaction price, unless it is a payment for a distinct product or service from the customer. The estimated amount of variable consideration is adjusted in the transaction price only to the extent that it is highly probable that a significant reversal in the amount of cumulative revenue recognised will not occur and is reassessed at the end of each reporting period. The Company allocates the elements of variable considerations to all the performance obligations of the contract unless there is observable evidence that they pertain to one or more distinct performance obligations.
The Company uses judgement to determine an appropriate standalone selling price for a performance obligation (allocation of transaction price). The Company allocates the transaction price to each performance obligation based on the relative standalone selling price of each distinct product or service promised in the contract. Where standalone selling price is not observable, the Company uses the expected cost- plus reasonable margin approach to allocate the transaction price to each distinct performance obligation.
The Company exercises judgement in determining whether the performance obligation is satisfied at a point in time or over a period of time. The Company considers indicators such as how customer consumes benefits as services are rendered or who controls the asset as it is being created or existence of enforceable right to payment for performance to date and alternate use of such product or service, transfer of significant risks and rewards to the customer, acceptance of delivery by the customer, etc.
Revenue for fixed-price contract is recognised using the input method for measuring progress. The company uses cost incurred related to total estimated costs to determine the extent of progress towards completion. Judgement is involved to estimate the future cost to complete the contract and to estimate the actual cost incurred basis completion of relevant activities towards fulfilment of performance obligations.
b. Defined benefit plans
The cost of the defined benefit plan and the present value of such 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, employee turnover and expected return on planned assets. 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 the year end. Details about employee benefit obligations and related assumptions are given in Note 31.
c. Impairment of investments in subsidiaries
The Company accounts for investments in subsidiaries at cost (less accumulated impairment, if any). The carrying value of investments in subsidiaries at each reporting date are reviewed and assessed for impairment. The Company performs impairment assessment of investments by making an estimate of the recoverable amount, being the higher of fair value less costs to sell and its value in use which is then compared with the carrying value. An impairment loss is recognised in the statement of profit and loss to the extent the carrying value of an asset exceeds the recoverable amount.
The value in use of these investments is determined using discounted cash flow model (DCF model) requiring various assumptions and judgements. These include future cashflows and growth rate assumptions, discount rate, terminal growth rate and other economic and entity specific factors which are incorporated in the DCF model. The estimated cash flows are developed using internal forecasts.
d. Impairment assessment of loans given to subsidiaries and financial guarantees (Expected credit loss)
The Company has given interest bearing loans to its subsidiaries which are repayable on demand. Further, external loan taken by a subsidiary is guaranteed by the
Company. The loans and financial guarantees given to subsidiaries are reviewed and assessed for impairment at each reporting date under Ind AS 109. The inter-company loans have been provided to the subsidiaries for operational purposes and with an expectation of an extended gestation period. The Company intends to allow the subsidiaries to continue trading and thus reviews the cash flow forecasts to confirm whether the projections are in line with the initial expectations. The Company considers expected manner of recovery and recovery period of the loans to determine expected credit loss.
e. Impairment assessment for trade receivables and contract assets
The Company uses simplified approach wherein an amount equal to lifetime expected credit loss (ECL) is measured and recognised as impairment allowance. During the current year, the Company has computed ECL allowance based on a provision matrix which is prepared based on historically observed default rates over the expected life of trade receivables. At every reporting date, the historical observed default rates are updated. The Company follows provisioning norms based on the roll rate method to estimate the impairment allowance under ECL and also considers forward looking information. Further, the Company has assessed credit risk on an individual basis in respect of certain customers in case of event driven situation such as disputes and slow moving projects, specific provision is made after evaluating the expected date of billing and collection, interpretation of contractual terms, project status, past history, latest discussion/ correspondence with the customers, expert evaluation and legal opinions, wherever applicable.
f. Classification of Supplier Finance Arrangements
Judgement is required in determining appropriate classification of supplier finance arrangements in standalone balance sheet and standalone statement of cash flows and the Company considers the objective of such arrangement, terms and conditions of the supplier finance arrangements, the range of credit period agreed with its suppliers, net impact on its cash outflows. Based on the assessment, the Company considers these arrangements as part of the trade working capital. Accordingly, these arrangement are disclosed separately as “Acceptances” in standalone balance sheet considering its nature and magnitude and as part of operating cash flows in standalone statement of cash flows.
Notes:
(i) Refer note 16 for information on property, plant and equipment pledged as security by the Company.
(ii) No proceedings have been initiated or are pending against the Company for holding any benami property under the Benami Property Transactions Act, 1988 (as amended in 2016) and Rules made thereunder.
(iii) There are no contractual commitments with respect to acquisition of property, plant and equipment, also refer note 35.
(iv) The Company does not own any immovable property.
(v) The Company has not revalued its property, plant and equipment (including right-of-use of assets) or intangible assets or both during the current or previous year.
i) Loans to subsidiaries were granted for meeting their working capital requirements. The loans given are repayable on demand and carries interest of ‘3 Month Sterling Overnight Index Average (3M SONIA) 2.67%' spread ranging from 6.40% to 6.89% p.a. during the year (March 31, 2025: ranging from 7.37 % to 7.86% p.a.).
ii) The loan amount includes interest accrued on the loans granted to related party amounting to ' 70.33 (March 31, 2025: ' 46.59) which is payable on demand.
iii) The Company has not advanced or loaned or invested funds (either from borrowed funds or share premium or any other sources or kind of funds) to any other person or entity, including foreign entities (“Intermediaries”) with the understanding (whether recorded in writing or otherwise) that the Intermediary shall:
- directly or indirectly lend or invest in other persons/ entities identified in any manner whatsoever by or on behalf of the Company (‘ultimate beneficiaries') or
- provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
Notes:
a) Bank deposit with more than 12 months maturity of ' 9.07 (March 31, 2025: Nil) held as lien towards bank guarantee.
b) Bank deposit with more than 12 months maturity of ' 4.00 (March 31, 2025: Nil) held as lien against non convertible debentures.
c) Others includes expenses incurred on behalf of customer, amounting to ' 4.02 (March 31, 2025: ' 5.39)
d) Refer note 16 for information on current assets pledged as security.
d) Contract assets and trade receivables as at March 31, 2026 includes an aggregate amount of ' 715.53 crores (March 31, 2025: ' 703.68 crores) pertaining to projects identified as slow moving, of which Contract assets of ' 279.76 crores (March 31, 2025: ' 276.50 crores) and trade receivables of ' 126.00 crores (March 31,2025 : ' 125.58 crores) is where the billing and collections are based on completion of certain specific milestones, which depend on obtaining certain regulatory and other approvals. Under the contractual terms, the responsibility to secure and provide these approvals lies with the customer, who is currently in the process of doing so. Management has reviewed the recoverability considering overall project status, past history, contractual terms, latest discussion/correspondence with the customers, expert's evaluation and is confident that these receivables are good and fully recoverable.
e) Refer note 16 for information on current assets pledged as security.
Notes:
a) Contract assets and trade receivables include ' 155.74 (March 31, 2025 : ' 155.74) and ' 151.41 (March 31, 2025 : ' 135.51), respectively, outstanding as at March 31, 2026, representing receivables from customers based on the terms and conditions implicit in the contracts in respect of closed/ substantially closed/ suspended projects. These aforementioned receivables are being disputed by the customer, for which the Company is under arbitration process. Considering the overall project status, past history, discussion/ correspondence with the customers, contractual terms, expert's evaluation and legal opinions, the Company is confident that the balance receivables are good and fully recoverable.
b) Contract assets have increased from previous year as entity entered into multiple new projects and has provided higher services ahead of agreed billing and payment schedule for fixed price contracts and on account of billing done in current year.
c) During the year ended March 31, 2026, ' 326.63 (March 31, 2025: ' 479.92) of opening unbilled revenue has been reclassified to Trade receivables upon billing to customers on completion of milestones.
Notes:
a) The amount pertains to retention billed as per the contractual terms, payment of which is subject to fulfillment of certain performance obligaitons. The amount has been reclassified under contract assets as the Company does not have unconditional right to payment as at the reporting date.
b) The receivable is ‘unbilled' because the Company has not yet issued an invoice; however, the balance has been included under trade receivables because it is an unconditional right to consideration.
c) No trade or other receivable are due from directors or other officers of the company either severally or jointly. Also no trade or other receivable are due from firms or private companies in which any director is a partner, a director or a member.
d) Refer note 16 for information on current assets pledged as security
Promoters' for the purpose of this disclosure means promoters as defined under Section 2(69) of Companies Act, 2013.
‘Pursuant to the Scheme of arrangement (refer note 44), which was effective as at March 31, 2025 and subsequent to the allotment of equity shares.
i. Shares allotted as fully paid-up without payment being received in cash during the year of 5 years immediately preceding the date of Balance Sheet are as under :
Refer Note 14(c) above
j. Details of shares bought back or issued as bonus shares during the five years preceding March 31, 2026:
The Company has not undertaken any buyback of its equity shares or issued bonus shares since its incorporation on March 26, 2021. Hence, there are no transactions or events to report under this disclosure requirement.
k. Shares reserved for issue under options
As at March 31, 2026, 4,150,212 shares are reserved for issue under employee stock option scheme (refer note 32).
Note : Nature and purpose of reserves other than retained earnings
a) Capital Reserve - Capital reserve was created pursuant to Scheme of arrangement for demerger of Global Services Business from Sterlite Technologies Limited into STL Networks Limited and consequent accounting as per Appendix C of Ind AS 103 - Business Combinations (refer note 44).
b) Share options outstanding account - This is used to recognise the grant date fair value of options issued to employees and employees of fellow subsidiaries as per the Scheme of arrangement (refer note 44) under employee stock option plan (ESOP Scheme).
c) Securities premium- Securities premium is used to record the premium on issue of shares. The reserve can be utilised in accordance with the provisions of the Companies Act, 2013.
d) Capital contribution by parent - Capital contribution by parent is used to recognise the fair value of options granted to employees of the Company under the employee stock option plan (ESOP) of Sterlite Technologies Limited pursuant to scheme of arrangement (refer note 44).
Notes:
a) During the year ended March 31, 2026, the Company has issued and allotted 15,000 listed, rated, senior, secured, transferable, redeemable, Non Convertible Debentures ("NCDs”) of a face value of ' 100,000 each, aggregating to ' 150 on a private placement basis. The NCDs carry a coupon rate of 10.25% p.a (payable quarterly) and are repayable in two equal installment on June 02, 2027 and September 02, 2027. The NCDs are secured by first ranking pari-passu charge by way of hypothecation over all of the current assets and second ranking pari-passu charge by way hypothecation over all of the movable fixed assets, both present and future.
b) During the year ended March 31, 2026, the Company has issued and allotted 10,000 listed, rated, senior, secured, transferable, redeemable, Non Convertible Debentures ("NCDs”) of a face value of ' 100,000 each, aggregating to ' 100 on a private placement basis. The NCDs carry a coupon rate of 10.35% p.a (payable quarterly) and are repayable in two equal installment on April 30, 2028 and June 30, 2028. The NCDs are secured by first ranking pari-passu charge by way of hypothecation over all of the current assets and second ranking pari-passu charge by way hypothecation over all of the movable fixed assets, both present and future.
c) Unsecured Indian rupee term loan from NBFC amounting to ' 70.00 (March 31, 2025 Nil) carries interest @ 11.80% p.a. Loan amount is repayable in FY 2027-28.
d) I ndian rupee loans from NBFC is takenover pursuant to the scheme of arrangement (refer note 44). As per the scheme, the primary obligation to repay transferred loans shall be that of the Company. However, without prejudice to such transfer, where considered necessary for the sake of convenience and towards facilitating single point discharge, the Company may repay the borrowings by making payments on the respective due dates to Sterlite Technologies Limited (Demerged Company), which in turn shall make payments to the NBFC untill the novation of loan contracts in the name of the Company. Unsecured Indian rupee term loan from NBFC amounting to ' 23.17 (March 31, 2025 : ' 40.69) carries interest in the range of 2.50% to 6.50% p.a. Loan amount is repayable in FY 2026-27, FY 2027-28 and 2028-29. Management is in the process of assigning these borrowings from the Demerged Company to the Company. The terms and conditions of existing loan balances may under go change post assignment of the loan contracts in the name of Company.
a) Working capital demand loan from banks is secured by first pari-passu charge on entire current assets of the Company (both present and future) and second pari-passu charge on movable fixed assets of the Company. Working capital demand loans have been taken for a period of 7 days to 180 days and carry interest @ 7.50% to 8.60% p.a (March 31, 2025: Nil).
b) Working capital demand loans from bank (secured) were proportionately transferred to the Company pursuant to the scheme of arrangement as on the appointed date and were adjusted for any changes in the net assets of the demerged undertaking from the appointed date till March 31, 2025 referred in note 44. Sterlite Technologies Limited (the "Demerged Company") is in the process of assigning certain working capital demand loans as at March 31, 2026 to the Company pursuant to the Scheme of arrangement (refer note 44). As per the scheme, the primary obligation to repay transferred loans shall be that of the Company. However, without prejudice to such transfer, where considered necessary for the sake of convenience and towards facilitating single point discharge, the Company may repay the borrowings by making payments on the respective due dates to the Demerged Company, which in turn shall make payments to the respective banks untill the novation of loan contracts in the name of the Company. The encumbrance in respect to such secured borrowings transferred to the Company shall be extended to and operate over the assets transferred to the Company which may have been encumbered in respect of such secured borrowings. Accordingly, the encumbrance, if any, over the assets remaining with Sterlite Technologies Limited are released from the obligations relating to the secured borrowings transferred to the Company. Similarly, the encumbrance over the assets transferred to the Company are released from the obligations relating to the secured borrowings remaining with Sterlite Technologies Limited. The Company will be filing the particulars relating to registration / modification of charge with the Registrar of Companies upon completion of necessary discussion / documentation with the bankers.
These working capital demand loan from banks are secured by first pari-passu charge on entire current assets of the Company (both present and future) and second pari-passu charge on plant & machinery and other movable fixed assets of the Company. Working capital demand loans have been taken for a period of 7 days to 180 days and carry interest @ 7.50% to 8.50% p.a (March 31, 2025: @ 7.50% to 8.50% p.a). The terms and conditions of existing loan balances may under go change post novation of the loan contracts in the name of Company.
e) Borrowing secured against current assets :
The Company has borrowings from banks and financial institutions on the basis of security of current assets. The quarterly returns or statements of current assets filed by the company with banks and financial institutions are in agreement with the books of accounts.
I n respect of certain banks, Sterlite Technologies Limited (the "Demerged Company”) and the Company is in the process of obtaining separate working capital limits consequent to the Scheme of Arrangement approved by the National Company Law Tribunal (‘NCLT') as described in Note 44. In respect of the existing limits from the banks in excess of ' 5 crores, in aggregate, sanctioned on the basis of security of current assets, the demerged Company has filed returns or statements with such banks and financial institutions basis on the information shared by the Company with the Demerged Company which are in agreement with the books of accounts.
f) Utilisation of borrowed funds :
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:
- 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.
g) The borrowings obtained by the Company during the year from banks and financial institutions have been applied for the purposes for which such loans were taken.
h) The Company has not been declared wilful defaulter by any bank or financial institution or government or any government authority.
i) There are no charges or satisfaction which are yet to be registered with the Registrar of Companies beyond the statutory period except noted in Note 16(B)(b) above.
Nature of the supplier finance arrangements
The Company facilitates early settlement of invoices for participating suppliers through having arrangements with Banks/available platforms under which a financing partner settles approved invoices prior to their original due dates. The Company in agreement with participating suppliers (including Micro and Small Enterprises) uses these arrangements to make early payments compared to the standard credit period agreed with the suppliers and settling the payments to the financing partner on the agreed due date with them. These arrangements does not substantially modify the company's cash outflows. The Company considers these arrangements as part of the trade working capital considering the range of credit terms agreed with its suppliers. The Company and Sterlite Technologies Limied (STL) are in process of having separate agreement with banks/ service providers for supplier financing arrangement pursuant to the Scheme of arrangement referred to in Note 44. Pending such separate agreements, STL faciliates to execute these transactions.
a) The contract price from contracts with customers of ' 873.87 (March 31, 2025 : ' 1,092.12) is reduced by the consideration of ' 22.44 (March 31, 2025 : ' 32.93) towards variable component and ' 0.26 (March 31, 2025 : ' 1.88) towards financing component.
b) The Company's unsatisfied (or partially satisfied) performance obligations for projects and AMC contracts can vary due to several factors such as terminations, changes in scope of contracts, periodic revalidations of the estimates or other relevant economic factors. The aggregate value of unsatisfied (or partially satisfied) performance obligations is ' 3,252.29 (March 31, 2025: ' 3,745.15) and approximately 30% (March 31, 2025: 22%) is expected to be recognised in the next year and remaining over a period of two to seven years. Amount of unsatisfied (or partially satisfied) performance obligations does not include contracts with original expected duration of one year or less since the Company has applied the practical expedient in Ind AS 115.
*Year ended March 31, 2025 includes fees amounting to ' 0.35 towards audit of special purpose interim financial statements for inclusion in the information memorandum, in connection with the proposed listing of equity shares pursuant to the scheme of arrangement (refer note 44).
27 Pursuant to Scheme of Arrangement, the Demerged Undertaking consisting of Global Services Business of the Sterlite Technologies Limited (‘STL') (the Demerged Undertaking) was transferred to the Company (refer note 44). There were various common facilities/ functions with STL and the cost in respect of those facilities/functions were incurred by STL. The Company reimbursed the cost of those expenses to STL at actual basis or shared basis in the ratio as mutually decided by both the Companies with effect from the appointed date of April 1, 2023 till March 31, 2025. Such costs were included in the respective expense head as mentioned below.
32 Employee share based payments expense
i) Pursuant to the Scheme referred in Note 44, the options granted by the Sterlite Technologies Limited (the Demerged Company) to the eligible employees that were transferred to the Company would continue to be held by such eligible employees. The Demerged Company had established employees stock options plan, 2010 and 2016 ("STL ESOP Scheme”) for its employees. Options granted under the STL ESOP Scheme would vest in not less than one year and not more than five years from the date of grant of the options. The Nomination and Remuneration Committee of the Demerged Company has approved multiple grants with related vesting conditions. Vesting of the options would be subject to continuous employment with the Company and hence, the options would vest with passage of time. In addition to this, the Nomination and Remuneration Committee of the Demerged Company may also specify certain performance parameters subject to which the options would vest. Such options would vest when the performance parameters are met. Once vested, the options remain exercisable for a period of maximum five years. Options granted under the plan are for no consideration and carry no dividend or voting rights. On exercise, each option is convertible into one equity share. The exercise price is ' 2.00 per option.
The above sensitivity analysis on defined benefit obligation is based on a 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 methods and types of assumptions used in preparing the sensitivity analysis did not change compared to the prior year.
Risk exposure
Through its defined benefit plans, the Company is exposed to a number of risks, the most significant of which are detailed below : Asset volatility:
The plan liabilities are calculated using a discount rate set with reference to bond yields; if plan assets underperform this yield, this will create a deficit.
Changes in bond yields:
A decrease in bond yields will increase plan liabilities.
Future salary escalation and inflation risk:
Rising salaries will often result in higher future defined benefit payments resulting in a higher present value of liabilities especially unexpected salary increases provided at management's discretion may lead to uncertainties in estimating this risk.
ii) The Company has established STL Networks Limited -Employee Stock Option Scheme - 2025 ("SNL ESOS Scheme 2025” or "ESOP Scheme 2025”) for its employees including employees of its subsidiaries, pursuant to the special resolution passed by shareholders at the annual general meeting held on September 30, 2025. The ESOP Scheme 2025 is designed to provide incentives to the employees of the Company to deliver long-term returns and is an equity settled plan. The ESOP Scheme 2025 is administered by the Nomination and Remuneration Committee. Participation in the plan is at the Nomination and Remuneration Committee's discretion and no individual has a contractual right to participate in the ESOP Scheme 2025 or to receive any guaranteed benefits. Options granted under ESOP Scheme 2025 would vest in not less than one year and not more than five years from the date of grant of the options. The Nomination and Remuneration Committee of the Company has approved a grant with related vesting conditions. Vesting of the options would be subject to continuous employment with the Company and hence, the options would vest with passage of time. In addition to this, there are certain performance parameters subject to which the options would vest. Such options would vest when the performance parameters are met.
Once vested, the options remain exercisable for a period of maximum five years. Options granted under the plan are for no consideration and carry no dividend or voting rights. On exercise, each option is convertible into one equity share. The exercise price is ' 2.00 per option.
iii) Pursuant to the Scheme of Arrangement, with respect to the Options granted by the Demerged Company to the eligible employees of the Demerged Company (irrespective of whether they continue to be employees of the Demerged Company or become employees of the Company pursuant to this Scheme) under the STL ESOP Scheme; the said eligible employees shall be issued 1 (one) stock option by the Company under the new special purpose employee stock option scheme (formulated by the Company) for every 1 (one) ESOP outstanding as on the Effective Date in the Demerged Company, on terms and conditions similar to the STL ESOP Scheme. The Nomination and Remuneration Committee will administer the new special purpose stock option scheme.
Accordingly, the Company has formulated STL Networks Limited - Special Purpose Employee Stock Option Scheme - 2025 ("SP ESOP Scheme 2025”).
v) The Company has charged ' 1.33 (March 31, 2025: ' 1.29) to the statement of profit and loss in respect of options granted under ESOP scheme. Further, the charge of ' 0.81 in respect of employee share based expenses for the options granted to employees of fellow subsidiary (Sterlite Technologies Limited) under SP ESOP Scheme 2025 is recognised in retained earnings.
vi) Fair Value of the options granted during the current year
Following are the details of assumptions under the grant, related vesting conditions and fair valuation model used based on the nature of vesting.
(I) Date of Grant- December 04, 2025 - Granted under Special Purpose Employee Stock Option Scheme - 2025
The Company has granted 1,876,412 options under its ESOP scheme to the eligible employees of the Company and its subsidiary Company and Sterlite Technologies Limited under Special Purpose Employee Stock Option Scheme - 2025 based on following criteria and related assumptions
Vesting criteria - Assured Vesting of Options in five years, provided that employees are in service as on the date of vesting. The vesting date is as per the original vesting under the STL ESOP Scheme, granted to the eligible employees of the Company.
On November 21, 2025, the Government of India notified four Labour Codes - the Code on Wages, 2019, the Industrial Relations Code, 2020, the Code on Social Security, 2020, and the Occupational Safety, Health and Working Conditions Code, 2020 - consolidating 29 existing labour laws. The Ministry of Labour & Employment published draft Central Rules and FAQs to enable assessment of the financial impact due to changes in regulations. Under Ind AS 19, changes to employee benefit plans arising from legislative amendments constitute a plan amendment, requiring recognition of past service cost immediately in the Statement of profit and Loss. The Company has assessed and disclosed the incremental impact of these changes on the basis of best information available, consistent with the guidance provided by the Institute of Chartered Accountants of India. Considering the materiality and regulatory-driven, non-recurring nature of this impact, the Company has presented such incremental impact (past service cost) as "Statutory impact of new Labour Codes” under "Exceptional Item” in the Standalone Statement of Profit and Loss for the year ended March 31, 2026. The incremental impact (past service cost) consisting of gratuity of ' 3.49 and long-term compensated absences of ' 1.63 primarily arises due to change in wages definition. The Company continues to monitor the finalisation of Central / State Rules and clarifications from the Government on other aspects of the Labour Code and would provide appropriate accounting effect on the basis of such developments as needed.
35 Capital and others commitments
a) Estimated amount of contracts remaining to be executed on capital account and not recognised for (net of advances) are ' Nil (March 31, 2025: ' Nil)
b) The external loan taken by STL UK Holdco Limited is guaranteed by the Company (corporate guarantee was issued by Sterlite Technologies Limited (Demerged Company), which pursuant to the scheme of arrangement (refer note 44) will continue in the name of Demerged Company of '130.07 (March 31, 2025: '116.20). The Company is in process of obtaining the required regulatory approval for transfer of such guarantee (refer note 43). Also refer note 40.
c) Corporate guarantee provided to bank on behalf of Sterlite Technologies Limited as required under the Scheme of arrangement referred in Note 44 amounting to ' 347.00 (March 31, 2025: Nil). Also refer note 40.
* Includes interest and penalties, if any upto the date of demand. The above matters pertain to certain disallowances/demand raised by respective authorities
Note:
a) Includes contingent liabilities which relate to the activities or operations of the Demerged undertaking and assumed by the Company pursuant to the scheme of arrangement (refer note 44). Sterlite Technologies Limited (the Demerged Company) is contesting these litigations on advice of the Company and in case of any unfavourable outcome, the Company will reimburse the demand and all the related costs to the Demerged Company.
b) The Company has certain on-going arbitration/ litigations/ counter claims against the Company with respect to certain customer contracts. The Company believes that it has sufficient and strong arguments on facts as well as on point of law including consideration of the legal opinion, wherever necessary and accordingly no contingent liability in this regards has been considered in the standalone financial statements. Counter claim by a customer to the extent of ' 625 is considered remote based on a legal opinion.
37 Audit trail and daily backup
a. Audit Trial
The Company has used multiple accounting software for maintaining its books of account which have a feature of recording audit trail (edit log) facility and that has operated throughout the year for all relevant transactions recorded in the software, except for:
- in respect of the core accounting software, the audit trail feature is not maintained in case of modification by certain users with specific access at application level and also, incase for direct database changes; and
- another accounting software did not have the feature of recording audit trail.
The audit trail feature, to the extent maintained, has not been tampered with . Further, the audit trail, to the extent maintained, has been preserved by the Company as per the statutory requirements for record retention.
b. Daily backup
The Company has maintained proper books of account as required by law, except that the backup of certain books of account and other books and papers maintained in electronic mode has not been maintained on a daily basis on servers physically located in India during the year.
38 Details of dues to Micro and Small Enterprises as defined under MSMED Act, 2006
The Company has certain dues to suppliers registered under Micro, Small and Medium Enterprises Development Act, 2006 (‘MSMED Act'). The disclosures pursuant to the said MSMED Act are as follows:
Note: Explanation for change in ratio by more than 25%
(i) The variation is mainly on account of lower revenue, higher interest cost and exceptional items
(ii) The variation is mainly on account of lower revenue and collections from customer.
(iii) The variation is mainly on lower profitability and higher finance cost.
(iv) The variation is mainly on account of the inventory (components and bought-outs) procured for orders to be executed in subsequent year.
40 Financial risk management
The Company's principal financial liabilities, comprise borrowings, acceptances, trade and other payables and other financial liabilities. The main purpose of these financial liabilities is to finance the Company's operations. The Company's principal financial assets include Investments, loans, trade and other receivables, bank balance and other financial assets that arise directly from its operations.
The Company's activities expose it to market risk, credit risk and liquidity risk. The Company's senior management oversees the activities to manage these risks. All derivative activities for risk management purposes are carried out by specialist teams that have the appropriate skills, experience and supervision. It is the Company's policy that no trading in derivatives for speculative purposes should be undertaken.
The Risk Management policies of the Company are established to identify and analyse the risks faced by the Company, to set appropriate risk limits and controls and to monitor risks and adherence to limits. Risk management policies and systems are approved and reviewed regularly by the Board to reflect changes in market conditions and the Company's activities.
Management has overall responsibility for the establishment and oversight of the Company's risk management framework. The risks to which Company is exposed and related risk management policies are summarised below -
(a) Market risk
Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises three types of risk: interest rate risk and foreign currency risk. Financial instruments affected by market risk mainly includes loans given and borrowings, financial assets and liabilities in foreign currency and derivative financial instruments.
The sensitivity analysis in the following sections relate to the position as at March 31, 2026 and March 31, 2025.
The sensitivity analysis have been prepared on the basis that the amount of debt, the ratio of fixed to floating interest rates of the debt, derivatives and the proportion of financial instruments in foreign currencies are all constant at March 31, 2026 and March 31, 2025.
Interest rate risk
Interest rate risk is the risk that the fair value or the future cash flows of a financial instrument will fluctuate because of changes in interest rates. The Company's exposure to the risk of changes in interest rate primarily relates to the Company's debt obligations with floating interest rates.
The Company is not exposed to the interest rate fluctuation in borrowing. As at March 31, 2026, 100% of the Company's borrowings are at a fixed rate of interest (March 31, 2025: 100%).
Foreign currency risk
The Company is exposed to foreign exchange risk arising from foreign currency transactions, primarily with respect to the GBP, USD and AED. Foreign exchange risk arises from future commercial transactions and recognised assets denominated in a currency that is not the company's functional currency which is INR (').
As per the risk management policy, foreign exchange forward contracts are taken to hedge its exposure in the foreign currency risk. During the year ended March 31, 2026, the Company did not have any hedging instruments with terms which were not aligned with those of the hedged items.
(b) Credit risk
Credit risk is the risk that a counterparty will not meet its obligations under a contract, leading to a financial loss. The Company is exposed to credit risk from its operating activities (primarily trade receivables and contract assets) and from its investing activities, including balance with banks, foreign exchange transactions and other financial instruments.
Trade receivables and Contract assets
The Company has established policy, procedures and control relating to customer credit risk management. Credit quality of a customer is assessed taking into account its financial position, past experience and other factors, e.g. credit rating and individual credit limits are defined in accordance with credit assessment. Outstanding customer receivables are regularly monitored.
The average project execution cycle ranges from 12 to 36 months based on the nature of contract and scope of services to be provided. General payment terms include mobilisation advance, progress payments with a credit period ranging from 45 to 90 days and certain retention money to be released at the end of the project. In some cases retentions are substituted with bank/corporate guarantees. In respect of trade receivables and contract assets, the Company follows a simplified approach wherein an amount equal to lifetime expected credit loss (ECL) is measured and recognised as impairment allowance. During the year ended March 31, 2025, the ECL was assessed individually for each customer. During the current year, the Company has computed ECL allowance based on a provision matrix which is prepared based on historically observed default rates over the expected life of trade receivables adjusted for any forward looking information. At every reporting date, the historical observed default rates are updated. The Company follows provisioning norms based on the roll rate method to estimate the impairment allowance under ECL. Further, the Company has assessed credit risk on an individual basis in respect of certain customers in case of event driven situation such as disputes and slow moving projects, specific provision is made after evaluating the expected date of billing and collection, interpretation of contractual terms, project status, past history, latest discussion/ correspondence with the customers, expert's evaluation and legal opinions, wherever applicable.
The Company does not hold collateral as security. The Company evaluates the concentration of risk with respect to trade receivables as low, as its customers are located in several jurisdictions and operate in largely independent markets. During the year, the Company made write-offs of ' Nil (March 31, 2025: ' Nil) trade receivables and it does not expect to receive future cash flows or recoveries from collection of cash flows previously written off.
Reconciliation of loss allowance provision of inter company loans and financial guarantee:
The Company has given interest-bearing loans to its subsidiaries which are repayable on demand. Further, certain external loan taken by the subsidiary is guaranteed by the Company (corporate guarantee was issued by Sterlite Technologies Limited (Demerged Company), which pursuant to the scheme of arrangement (refer note 44) will continue in the name of Demerged Company. The Company is in process of obtaining the required regulatory approval for transfer of such guarantee).
The loans and financial guarantee given to subsidiaries are reviewed and assessed for impairment at each reporting date under Ind AS 109. The inter-company loans have been provided to the subsidiaries for operational purposes and with an expectation of an extended gestation period. The Company intends to allow the subsidiaries to continue trading and thus reviews the cash flow forecasts to confirm whether the projections are in line with the initial expectations.
The Company considers the expected manner of recovery and recovery period of the loans to determine the expected credit loss. The gross carrying amount of loans for which credit risk has not increased significantly since initial recognition is ' 373.27. (March 31, 2025 : ' 317.50).
Financial assets and cash deposits
Credit risk from balances with banks and financial institutions is managed by the Company's treasury department 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 on an annual basis, and may be updated throughout the year. The limits are set to minimise the concentration of risks and therefore mitigate financial loss through counterparty's potential failure to make payments. The credit default risk on balances with banks and financial institutions is considered to be negligible. The Company assesses counter party credit risk relating to gaurantee issued pursuant to the Scheme referred to in Note 44 and considering the arrangement, the default risk is considered to be immaterial.
The Company's maximum exposure to credit risk for the components of the balance sheet at March 31, 2026 and March 31, 2025 is the carrying amounts of each class of financial assets.
(c) Liquidity risk
Liquidity risk is the risk that the Company may encounter difficulty in meeting its present and future obligations associated with financial liabilities that are required to be settled by delivering cash or another financial asset. The Company's objective is to, at all times, maintain optimum levels of liquidity to meet its cash and collateral obligations. The Company requires funds both for short term operational needs as well as for long term investment programs. The Company closely monitors its liquidity position and deploys a robust cash management system. It aims to minimise these risks by generating sufficient cash flows from its current operations, which in addition to the available cash and cash equivalents, liquid investments and sufficient committed fund facilities which will provide liquidity.
The Company is in the process of obtaining separate working capital and other borrowing limits from certain banks and financial institutions consequent to the Scheme of Arrangement (refer note 44). Sterlite Technologies Limited (the Demerged Company) has confirmed to provide continued support in respect of the working capital limits and loans being tranferred to the Company as per the Scheme referred to in Note 44 to maintain the Company's operational continuity till the time sufficient sanctioned borrowing limits are set up. If need arises, Sterlite Technologies Limited will also provide loans / corporate gauarantee to the Company within the limits as approved by its Board of Directors.
Subsequent to the year end, Board of Directors have approved an issue of upto 45,000,000 convertible share warrants to promoter shareholders at ' 24 each aggregating upto ' 108, subject to necessary approvals from the members of the Company. Each share warrant is convertible in 1 equity share of ' 2 each.
41 Capital management
For the purpose of the Company's capital management, capital includes issued equity capital (including Share capital suspense account pending allotment) and all other equity reserves attributable to the shareholders of the Company. The primary objective of the Company's capital management is to ensure that it maintains a strong credit rating, healthy capital ratios in order to support its business and maximise shareholder value and optimal capital structure to reduce cost of capital.
In order to achieve this overall objective, the Company's capital management, amongst other things, aims to ensure that it meets all covenants attached to the interest-bearing loans and borrowings that define capital structure requirements. Breaches in meeting the covenants would permit the bank to immediately call loans and borrowings. There have been no breaches in the covenants of any interest-bearing loans and borrowing in the current year. There were no financial covenants applicable for borrowings as at March 31, 2025.
The Company manages its capital structure to ensure it remains adequately funded to support its operations and growth strategy. To maintain or adjust the capital structure, the Company may adjust the dividend payment to shareholders, return capital to shareholders or issue new shares. The Company monitors capital using a gearing ratio, which is net debt divided by total capital plus net debt. The Company's policy is to keep the gearing ratio optimum. The Company includes within net debt total borrowings and lease liabilities net of cash and cash equivalent.
b) Fair value hierarchy
This section explains the judgements and estimates made in determining the fair values of the financial instruments that are recognised and measured at fair value. To provide an indication about the reliability of the inputs used in determining fair value, the Company has classified its financial instruments into the three levels prescribed under the Ind AS. An explanation of each level follows underneath the table.
Level 1 : The fair value of financial instruments traded in active markets is based on quoted market prices at the end of the reporting period. These instruments are included in level 1.
Level 2: The fair value of financial instruments that are not traded in an active market is determined using valuation techniques which maximise the use of observable market data and rely as little as possible on entity-specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is included in level 2.
Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in level 3.
There have been no transfers among Level 1, Level 2 and Level 3.
c) Valuation technique used to determine fair value
The fair value of the financial assets and liabilities is included at the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale.
The Company enters into derivative financial instruments with financial institutions with investment grade credit ratings.
d) Valuation processes
The finance department of the Company includes a team that oversees the valuations of financial assets and liabilities required for financial reporting purposes, including level 3 fair values.
Involvement of external valuers is decided by the finance team on a case to case basis. Selection criteria includes market knowledge, reputation, independence and whether professional standards are maintained.
The management assessed that carrying value of cash and cash equivalents, trade receivables, acceptances, trade payables, other current financial assets and other current financial liabilities approximate their fair value largely due to the short-term maturities of these instruments. Further the loans given are loans repayable on demand. The management has further assessed that borrowings availed and loans given are fixed rate borrowings / loans and movements in interest rates from the recognition of such financial instrument till year end, not being material.
Notes:
(i) The remuneration paid to the KMPs for the year ended March 31, 2025, were paid to them in the capacity as employees of Global Services Business of Sterlite Technologies Limited which was transferred to the Company pursuant to the Scheme referred to in note 44.
(ii) Above compensation is excluding gratuity and leave encashment expense. Liability for post employment benefits is provided on actuarial basis for the Company as a whole, the amount pertaining to the individual is not ascertainable and therefore not included above.
(E) Terms and Conditions
a) All outstanding balances are unsecured and repayable in cash.
b) The transactions with the related parties disclosed above are net of goods and services tax (as applicable).
c) The outstanding balances of related parties disclosed above are gross of goods and services tax (as applicable).
d) The outstanding balances receivable for Loans/advance receivables and Investment in equity shares from related parties are net of impairment loss, if any.
(F) Consequent to the Scheme of Arrangement referred to in Note 44, the Company and Sterlite Technologies Limited (STL) have been in process for separation of banking limits and other factoring arrangement for the Company.
Pending such separation, as per the Scheme referred to in Note 44, STL is temporarily facilitating banking transactions on behalf of the Company on a pass-through basis. Also, pending novation of certain customer contracts in favor of the Company, STL raises invoices and makes collections on behalf of the Company.
These are administrative arrangements and do not alter the primary rights and obligations for assets and liabilities that have been transferred to the Company under the Scheme.
Amounts paid, received or facilities utilized by the Company are recorded as balances receivable from/payable to STL and are recoverable/settled in the ordinary course of business.
44 Scheme of arrangement
The Scheme of Arrangement (the "Scheme” or "Scheme of arrangement") between the Company, Sterlite Technologies Limited ("STL") and their respective shareholders and creditors, for transfer by way of demerger the Global Services Business (Demerged Undertaking) of STL to the Company was approved by the National Company Law Tribunal ("NCLT") vide its Order dated February 14, 2025 which was filed with the Registrar of Companies making the Scheme effective on close of business hours on March 31, 2025. The Scheme was given effect in the standalone financial statements for the year ended March 31, 2025 from the beginning of the preceeding period i.e. April 01, 2023 (which is also the appointed date as per the Scheme) in accordance with Appendix C "Business combinations of entities under common control" to Ind AS 103 "Business Combinations” as prescribed in the NCLT approved Scheme.
The directly identifiable assets, liabilities, income and expenditure of the Demerged Undertaking were based on the books of accounts and underlying accounting records. All other assets, liabilities, income and expenditure related to the Demerged Undertaking were allocated on the basis as mentioned in the Scheme or as approved by the Board of Directors. The transactions pertaining to the Demerged Undertaking of Sterlite Technologies Limited from the appointed date (i.e. April 1, 2023) upto the effective date of the Scheme (i.e. March 31, 2025) were made by Sterlite Technologies Limited on behalf of the Company as per the Scheme.
Pursuant to the Scheme, the Company has allotted equity shares to the shareholders of Sterlite Technologies Limited whose name appeared in the register of members as on the record date i.e. April 24, 2025, one equity share of ' 2.00 each in the Company as fully paid up for every equity share of ' 2.00 each held by them in Sterlite Technologies Limited, aggregating to 487,921,086 equity shares of ' 2 each.
250,000 equity shares of ' 2.00 each of the Company amounting to ' 0.10 held by Sterlite Technologies Limited stands cancelled on the Scheme becoming effective. Consequently, the Company has ceased to be subsidiary of Sterlite Technologies Limited as on March 31, 2025.
The Equity Shares of the Company have been listed on the stock exchange viz BSE Limited ("BSE") and National Stock Exchange Limited of India ("NSE") in accordance with the Scheme.
45 Details of loans and advances given to subsidiaries
The details are provided as required by regulation 53(f) read with Para A of Schedule V to SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015.
48 Segment reporting
The Company has presented segment information in the Consolidated Financial Statements which are part of the same annual report. Accordingly, in terms of provisions of Ind AS 108 ‘Operating Segments', no disclosures related to segments are presented in these Standalone Financial Statements.
49 Previous year figures
Previous year figures have been reclassified / re-arranged to conform to this year's classification.
46 Transactions with Struck off companies
The Company does not have any transactions with companies struck-off under section 248 of the Company, 2013 or section 560 of Companies Act, 1956.
47 Corporate Social Responsibility (CSR)
As per section 135(5) of the Companies Act 2013, every company which is required to engage in CSR, must ensure CSR spending with reference to the average net profits made during the immediately preceding three financial years, or where the concerned company has not completed a period of three financial years since its incorporation, then with reference to the immediately preceding financial year.
The Company has spent an amount of ' 0.54 (March 31, 2025: ' Nil) during the year as required under section 135 of the Companies Act, 2013 for the areas of education, healthcare, woman empowerment and environment.
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