p. Provisions and Contingent Liabilities
The amount recognised as a provision is the best estimate
of the consideration required to settle the present
obligation at the end of the reporting period, taking
into account the risks and uncertainties surrounding
the obligation. When a provision is measured using the
cash flows estimated to settle the present obligation, its
carrying amount is the present value of those cash flows
(when the effect of the time value of money is material).
Provisions are recognised when the Company has a
present obligation (legal or constructive) as a result of
a past event, it is probable that an outflow of resources
embodying economic benefits will be required to settle
the obligation and a reliable estimate can be made of the
amount of the obligation. When the Company expects
some or all of a provision to be reimbursed, for example,
under an insurance contract, 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 and
Loss net of any reimbursement.
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, is disclosed as a contingent liability.
Contingent liabilities are also 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.
Claims against the Company, where the possibility of
any outflow of resources in settlement is remote, are not
disclosed as contingent liabilities.
Provisions and contingent liabilities are reviewed at each
reporting date.
q. Employee benefits
Defined contribution plan
The Company makes defined contribution to the
Government Employee Provident Fund and superannuation
fund, which are recognised in the Statement of Profit
and Loss, on accrual basis. The Company recognises
contribution payable to the provident fund scheme as
an expense, when an employee renders the related
service. The Company has no obligation, other than the
contribution payable to the provident fund.
Defined benefit plan
The Company operates a defined benefit gratuity plan
in India. The Company contributes to a gratuity fund
maintained by an independent insurance company. The
Company's liabilities under The Payment of Gratuity Act,
1972 are determined on the basis of actuarial valuation
made at the end of each financial year using the projected
unit credit method. Obligation is measured at the present
value of estimated future cash flows using a discounted
rate that is determined by reference to market yields at
the Balance Sheet date on Government bonds, where
the terms of the Government bonds are consistent with
the estimated terms of the defined benefit obligation. The
net interest cost is calculated by applying the discount
rate to the net balance of the defined benefit obligation
and fair value of plan assets. This cost is included in the
'Employee benefits expense' in the Statement of Profit
and Loss. Re-measurement gains or losses and return on
plan assets (excluding amounts included in net Interest
on the net defined benefit liability) arising from changes
in actuarial assumptions are recognised in the period in
which they occur, directly in OCI. These are presented
as re-measurement gains or losses on defined benefit
plans under other comprehensive income in other equity.
Remeasurements gains or losses are not reclassified
subsequently to the Statement of Profit and Loss.
Compensated absences
The employees of the Company are entitled to
compensated absences. The employees can carry forward
a portion of the unutilised accumulating compensated
absences and utilise it in future periods. The Company
records an obligation for compensated absences in the
period in which the employee renders the services that
increases this entitlement. The Company measures
the expected cost of compensated absences as the
additional amount that the Company expects to pay as a
result of the unused entitlement that has accumulated at
the end of the reporting period. The Company recognises
accumulated compensated absences based on actuarial
valuation in the Statement of Profit and Loss.
The Company presents the entire leave as a current
liability in the Balance Sheet, since it does not have any
unconditional right to defer its settlement for twelve
months after the reporting date.
Short-term employee benefits
Short-term employee benefits are recognised as an
expense on accrual basis.
r. Share-based payments
Employees of the Company receive remuneration in the
form of share-based payments, whereby employees
render services as consideration for equity instruments
(equity-settled transactions).
Equity-settled transactions
The cost of equity-settled transactions is determined by
the fair value at the date when the grant is made using an
appropriate valuation model.
That cost is recognised, together with a corresponding
increase in share-based payment (SBP) reserves in equity,
over the period in which the performance and/or service
conditions are fulfilled in employee benefits expense.
The cumulative expense recognised for equity-settled
transactions at each reporting date until the vesting date
reflects the extent to which the vesting period has expired
and the Company's best estimate of the number of equity
instruments that will ultimately vest. The expense or credit
in the Statement of Profit and Loss for a period represents
the movement in cumulative expense recognised as at
the beginning and end of that period and is recognised
in employee benefits expense. The cost recognised in
the Statement of Profit and Loss is net of cross charge to
subsidiary company in relation to share based payments
transactions of the employees of the subsidiary company.
No expense is recognised for awards that do not ultimately
vest because non-market performance and/or service
conditions have not been met.
When the terms of an equity-settled award are modified,
the minimum expense recognised is the grant date fair
value of the unmodified award, provided the original
vesting terms of the award are met. An additional expense,
measured as at the date of modification, is recognised
for any modification that increases the total fair value of
the share-based payment transaction, or is otherwise
beneficial to the employee.
The dilutive effect of outstanding options is reflected as
additional share dilution in the computation of diluted
earnings per share.
s. Financial instruments
A financial instrument is any contract that gives rise to
a financial asset of one entity and a financial liability or
equity instrument of another entity.
Financial assets and financial liabilities are recognised
when the Company becomes a party to the contractual
provisions of the instruments.
Financial assets and financial liabilities are initially
measured at fair value. Transaction costs that are directly
attributable to the acquisition or issue of financial assets
and financial liabilities (other than financial assets and
financial liabilities measured at fair value through profit or
loss) are added to or deducted from the fair value of the
financial assets or financial liabilities, as appropriate, on
initial recognition. Transaction costs directly attributable
to the acquisition of financial assets or financial liabilities
at fair value through the Statement of Profit and Loss are
recognised immediately in the Statement of Profit and
Loss.
Purchases or sales of financial assets that require delivery
of assets within a time frame established by regulation
or convention in the market place are recognised on the
trade date.
All recognised financial assets are subsequently measured
in their entirety at either amortised cost or fair value,
depending on the classification of the financial assets and
are subject to impairment as per the accounting policy
applicable to 'impairment of financial assets’
For the purpose of subsequent measurement, financial
instruments of the Company are classified in the following
categories:
(a) Non-derivative financial assets
(i) Financial assets at amortised cost
Financial asset is measured at amortised cost using
Effective Interest Rate (EIR), if both the conditions are
met:
• The asset is held within a business model whose
objective is to hold assets in order to collect contractual
cash flows; and
• The contractual terms of the instrument give rise on
specified dates to cash flows that are solely payments
of principal and interest on the principal amount
outstanding.
Effective Interest Rate (EIR) method:
The EIR method is a method of calculating the amortised
cost of a debt instrument and of allocating interest income
over the relevant period. Amortised cost is calculated
by taking into account any discount or premium on
acquisition and fees or costs that are an integral part of
the EIR. The effective interest rate is the rate that exactly
discounts estimated future cash receipts (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.
Income is recognised on an effective interest basis
for debt instruments other than those financial assets
classified as at Fair Value Through Profit or Loss (FVTPL).
Interest income is recognised in the Statement of Profit
and Loss and is included in the 'Other income' line item.
(ii) Financial assets at Fair Value Through Profit or Loss
(FVTPL)
Financial assets that do not meet the amortised cost
criteria or FVTOCI criteria (see above) are measured
at FVTPL. In addition, financial assets that meet the
amortised cost criteria or the FVTOCI criteria but are
designated as at FVTPL are measured at FVTPL.
A financial asset that meets the amortised cost criteria
or financial assets that meet the FVTOCI criteria may
be designated as at FVTPL upon initial recognition if
such designation eliminates or significantly reduces a
measurement or recognition inconsistency that would
arise from measuring assets or liabilities or recognising
the gains and losses on them on different bases. The
Company has not designated any debt instrument as at
FVTPL.
Financial assets at FVTPL are measured at fair value at
the end of each reporting period, with any gains or losses
arising on re-measurement recognised in the Statement
of Profit and Loss. The net gain or loss recognised in the
Statement of Profit and Loss incorporates any dividend or
interest earned on the financial asset and is included in
the 'Other income' line item. Dividend on financial assets
at FVTPL is recognised when the Company's right to
receive the dividends is established, it is probable that the
economic benefits associated with the dividend will flow
to the entity, the dividend does not represent a recovery of
part of cost of the investment and the amount of dividend
can be measured reliably.
(iii) Equity investments
Investment in subsidiaries and associate are out of scope
of Ind AS 109 and hence, the Company has accounted for
its investment in subsidiaries and associate at cost. All
other equity investments are measured at fair value as per
Ind AS 109. Equity instruments which are held for trading
are classified as at FVTPL. For all other equity instruments,
the Company has an irrevocable election to present in
other comprehensive income subsequent changes in
the fair value. The Company makes such election on an
instrument-by-instrument basis. The classification is
made on initial recognition and is irrevocable.
If the Company decides to classify an equity instrument as
at FVTOCI, then all fair value changes on the instrument,
excluding dividends, are recognised in the OCI. There is
no recycling of the amounts from OCI to the Statement of
Profit and Loss, even on sale of investment. However, the
Company may transfer the cumulative gain or loss within
equity.
Impairment of financial assets:
The Company applies simplified approach of expected
credit loss model for recognising impairment loss on trade
receivables, other contractual rights to receive cash or
other financial asset.
Expected credit losses are the weighted average of credit
losses with the respective risks of default occurring as the
weights. Expected credit loss is the difference between
all contractual cash flows that are due to the Company in
accordance with the contract and all the cash flows that
the Company expects to receive (i.e., all cash shortfalls),
discounted at the original effective interest rate (or credit
adjusted effective interest rate for purchased or originated
credit-impaired financial assets).
The Company measures the loss allowance for a financial
instrument at an amount equal to the lifetime expected
credit losses if the credit risk on that financial instrument
has increased significantly since initial recognition. If the
credit risk on a financial instrument has not increased
significantly since initial recognition, the Company
measures the loss allowance for that financial instrument
at an amount equal to 12-month expected credit losses.
12-month expected credit losses are portion of the
lifetime expected credit losses and represent the lifetime
cash shortfalls that will result if default occurs within 12
months after the reporting date and thus, are not cash
shortfalls that are predicted over the next 12 months.
If the Company measured loss allowance for a financial
instrument at lifetime expected credit loss model in the
previous period, but determines at the end of a reporting
period that the credit risk has not increased significantly
since initial recognition due to improvement in credit
quality as compared to the previous period, the Company
again measures the loss allowance based on 12-month
expected credit losses.
When making the assessment of whether there has
been a significant increase in credit risk since initial
recognition, the Company uses the change in the risk of
a default occurring over the expected life of the financial
instrument instead of the change in the amount of
expected credit losses. To make that assessment, the
Company compares the risk of a default occurring on the
financial instrument as at the reporting date with the risk
of a default occurring on the financial instrument as at the
date of initial recognition and considers reasonable and
supportable information, that is available without undue
cost or effort, that is indicative of significant increases in
credit risk since initial recognition.
For trade receivables or any contractual right to receive
cash or another financial asset that results from
transactions that are within the scope of Ind AS 115, the
Company always measures the loss allowance at an
amount equal to lifetime expected credit losses.
Further, for the purpose of measuring lifetime expected
credit loss allowance for trade receivables, the Company
has used a practical expedient as permitted under Ind
AS 109. This expected credit loss allowance is computed
based on a provision matrix, which takes into account
historical credit loss experience and adjusted for forward
looking information.
The impairment requirements for the recognition and
measurement of a loss allowance are equally applied to
debt instruments at FVTOCI except that the loss allowance
is recognised in OCI and is not reduced from the carrying
amount in the Balance Sheet.
(b) Non-derivative financial liabilities
(i) Classification as debt or equity
Debt and equity instruments issued by the Company
are classified as either financial liabilities or as equity
in accordance with the substance of the contractual
arrangements and the definitions of a financial liability and
an equity instrument.
(1) Equity instruments:
An equity instrument is any contract that evidences a
residual interest in the assets of an entity after deducting
all of its liabilities. Equity instruments issued by the
Company are recognised at the proceeds received, net of
direct issue costs.
Repurchase of the Company's own equity instruments
is recognised and deducted directly in equity. No gain or
loss is recognised in the Statement of Profit and Loss on
the purchase, sale, issue or cancellation of the Company's
own equity instruments.
(2) Financial liabilities:
All financial liabilities are measured at amortised cost
using the effective interest method or at FVTPL.
However, financial liabilities that arise when a transfer
of a financial asset does not qualify for derecognition
or when the continuing involvement approach applies,
financial guarantee contracts issued by the Company, and
commitments issued by the Company to provide a loan at
below-market interest rate are measured in accordance
with the specific accounting policies set out below.
Financial liabilities at FVTPL:
Financial liabilities are classified as at FVTPL when the
financial liability is either held for trading or it is designated
as at FVTPL.
A financial liability is classified as held for trading, if:
• It has been acquired or incurred principally for the
purpose of selling or repurchasing it in the near term; or
• On initial recognition it is part of a portfolio of identified
financial instruments that the Company manages
together and has a recent actual pattern of short-term
profit-taking; or
• It is a derivative that is not a financial guarantee contract
or designated and effective as a hedging instrument.
A financial liability other than a financial
liability held for trading may, be designated as
at FVTPL upon initial recognition, if:
• Such designation eliminates or significantly reduces a
measurement or recognition inconsistency that would
otherwise arise;
• The financial liability forms part of a group of financial
assets or financial liabilities or both, which is managed
and its performance is evaluated on a fair value basis,
in accordance with the Company's documented risk
management or investment strategy, and information
about the Company is provided internally on that basis;
or
• It forms part of a contract containing one or more
embedded derivatives, and Ind AS 109 permits the
entire combined contracts to be designated as at
FVTPL in accordance with Ind AS 109.
Financial liabilities at FVTPL are stated at fair value, with
any gains or losses arising on re-measurement recognised
in the Statement of Profit and Loss.
However, financial liabilities that are not held-for-trading
and are designated as at FVTPL, the amount of change
in the fair value of the financial liability that is attributable
to changes in the credit risk of that liability is recognised
in other comprehensive income, unless the recognition
of the effects of changes in the liability's credit risk in
other comprehensive income would create or enlarge
an accounting mismatch in the Statement of Profit and
Loss, in which case these effects of changes in credit risk
are recognised in the Statement of Profit and Loss. The
remaining amount of change in the fair value of liability
is always recognised in the Statement of Profit and Loss.
Changes in fair value attributable to a financial liability's
credit risk that are recognised in other comprehensive
income are reflected immediately in other comprehensive
income under other equity and are not subsequently
reclassified to the Statement of Profit and Loss.
Gains or losses on financial guarantee contracts and loan
commitments issued by the Company that are designated
by the Company as at fair value through profit or loss are
recognised in the Statement of Profit and Loss.
Financial liabilities subsequently measured at
amortised cost:
Financial liabilities that are not held-for-trading and are not
designated as at FVTPL are measured at amortised cost at
the end of subsequent accounting periods. The carrying
amounts of financial liabilities that are subsequently
measured at amortised cost are determined based on
the effective interest method. Interest expense that is not
capitalised as part of costs of an asset is included in the
'Finance costs' line item.
The effective interest method is a method of calculating
the amortised cost of a financial liability and of allocating
interest expense over the relevant period. The effective
interest rate is the rate that exactly discounts estimated
future cash payments (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 financial liability, or
(where appropriate) a shorter period, to the gross carrying
amount on initial recognition.
(ii) Loans and borrowings
Borrowings are initially recognised at fair value, net of
transaction costs incurred. Borrowings are subsequently
measured at amortised cost. Any difference between the
proceeds (net of transaction costs) and the redemption
amount is recognised in the Statement of Profit and Loss
over the period of borrowings using the EIR method. Fees
paid on the establishment of loan facilities are recognised
as the transaction cost of the loan to the extent it is
probable that some or all of the facility will be drawn
down, the fees are deferred until the draw down occurs.
To the extent that there is no evidence that is probable
that some or all of the facility will be drawn down, the fee
is capitalised as a prepayment for liquidity and amortised
over the period of facility to which it relates.
(iii) Foreign exchange gains and losses
The fair value of financial assets denominated in a foreign
currency is determined in that foreign currency and
translated at the spot rate at the end of each reporting
period.
For foreign currency denominated financial assets
measured at amortised cost and FVTPL, the exchange
differences are recognised in the Statement of Profit and
Loss, except for those which are designated as hedging
instruments in a hedging relationship.
For the purposes of recognising foreign exchange gains
and losses, FVTOCI financial assets are treated as financial
assets measured at amortised cost. Thus, the exchange
differences on the amortised cost are recognised in the
Statement of Profit and Loss, and other changes in the
fair value of FVTOCI financial assets are recognised in OCI.
For financial liabilities that are denominated in a foreign
currency and are measured at amortised cost at the end
of each reporting period, the foreign exchange gains and
losses are determined based on the amortised cost of the
instruments and are recognised in 'Other income’
The fair value of financial liabilities denominated in a
foreign currency is determined in that foreign currency
and translated at the spot rate at the end of the reporting
period. For financial liabilities that are measured as at
FVTPL, the foreign exchange component forms part of
the fair value gains or losses and is recognised in the
Statement of Profit and Loss.
De-recognition of financial assets and financial
liabilities
The Company de-recognises a financial asset when the
contractual rights to the cash flows from the asset expire,
or when it transfers the financial asset and substantially
all the risks and rewards of ownership of the asset to
another party. If the Company neither transfers nor retains
substantially all the risks and rewards of ownership and
continues to control the transferred asset, the Company
recognises its retained interest in the asset and an
associated liability for the amounts it may have to pay.
If the Company retains substantially all the risks and
rewards of ownership of a transferred financial asset,
the Company continues to recognise the financial asset
and also recognises a collateralised borrowing for the
proceeds received.
On de-recognition of a financial asset in its entirety, the
difference between the asset's carrying amount and the
sum of the consideration received and receivable, and the
cumulative gain or loss that had been recognised in OCI
and accumulated in equity is recognised in the Statement
of Profit and Loss, if such gain or loss would have otherwise
been recognised in the Statement of Profit and Loss on
disposal of that financial asset.
On de-recognition of a financial asset other than in its
entirety (for example: when the Company retains an
option to repurchase part of a transferred asset), the
Company allocates the previous carrying amount of the
financial asset between the part it continues to recognise
under continuing involvement and the part it no longer
recognises on the basis of the relative fair values of those
parts on the date of the transfer. The difference between
the carrying amount allocated to the part that is no longer
recognised and the sum of the consideration received for
the part no longer recognised and any cumulative gain
or loss allocated to it that had been recognised in other
comprehensive income is recognised in the Statement of
Profit and Loss, if such gain or loss would have otherwise
been recognised in the Statement of Profit and Loss
on disposal of that financial asset. A cumulative gain or
loss that had been recognised in other comprehensive
income is allocated between the part that continues to be
recognised and the part that is no longer recognised on
the basis of the relative fair values of those parts.
The Company de-recognises financial liabilities only
when the Company's obligations are discharged,
cancelled or have expired. An exchange with a lender
of debt instruments with substantially different terms
is accounted for as an extinguishment of the original
financial liability and the recognition of a new financial
liability. Similarly, a substantial modification of the terms
of an existing financial liability (whether or not attributable
to the financial difficulty of the debtor) is accounted for
as an extinguishment of the original financial liability and
the recognition of a new financial liability. The difference
between the carrying amount of the financial liability de¬
recognised and the consideration paid and payable is
recognised in the Statement of Profit and Loss.
Offsetting financial instruments
Financial assets and liabilities are offset, and the net
amount is reported in the Balance Sheet where there is a
legally enforceable right to offset the recognised amounts,
and there is an intention to settle on a net basis or realise
the asset and settle the liability simultaneously.
t. Equity vs financial liability classification
An equity instrument is any contract that evidences a
residual interest in the assets of an entity after deducting
all of its liabilities. Equity instruments issued by the
Company are recognised at the proceeds received, net of
direct issue costs.
The Company classifies a financial instrument issued by
it as equity instrument only if the instrument includes no
contractual obligation to deliver cash or another financial
asset to another entity nor it includes any obligation to
exchange financial assets or financial liabilities with
another entity under conditions that are potentially
unfavourable to the issuer.
All other instruments are classified as financial liability and
accounted for using the accounting policy applicable to
the section for financial liabilities.
u. Cash and cash equivalents
Cash and cash equivalent in the Balance Sheet comprise
cash at banks and on hand and short-term deposits with
an original maturity of three months or less, that are readily
convertible to a known amount of cash and subject to an
insignificant risk of changes in value.
For the purpose of the statement of cash flows, cash and
cash equivalents consist of cash and short-term deposits,
as defined above, net of outstanding bank overdrafts as
they are considered an integral part of the Company's
cash management.
Deposits with original maturity more than three months
but less than twelve months are classified as bank
balances other than cash and cash equivalents.
v. Earnings per share
Basic earnings per share is calculated by dividing the net
profit or loss attributable to owners of the Company by the
weighted average number of equity shares outstanding
during the period.
The weighted average number of equity shares
outstanding during the period is adjusted for events such
as bonus issue, bonus element in a rights issue, share
split, and reverse share split (consolidation of shares) that
have changed the number of equity shares outstanding,
without a corresponding change in resources.
For the purpose of calculating diluted earnings per share,
the net profit or loss for the period attributable to owners
of the Company and the weighted average number of
shares outstanding during the period are adjusted for the
effects of all dilutive potential equity shares.
w. Earnings before interest, tax, depreciation
and amortization (EBITDA)
The Company presents EBITDA in the statement of profit
and loss; this is not specifically required by Ind AS 1. The
terms EBITDA are not defined in Ind AS. Ind AS complaint
Schedule III allows companies to present Line items,
sub-line items and sub-totals shall be presented as an
addition or substitution on the face of the standalone
financial statements when such presentation is relevant
to an understanding of the Company's financial position
or performance or to cater to industry/sector-specific
disclosure requirements or when required for compliance
with the amendments to the Companies Act or under the
Indian Accounting Standards.
Measurement of EBITDA
Accordingly, the Company has elected to present earnings
before interest, tax, depreciation and amortisation
expense (EBITDA) as a separate line item on the face of
the Statement of Profit and Loss. The Company measures
EBITDA on the basis of profit/(loss) from continuing
operations. In its measurement, the Company does not
include depreciation and amortisation expense, finance
costs and tax expense.
Management has presented the performance measure
EBITDA because it monitors this performance measure,
and it believes that this measure is relevant to an
understanding of the Company's financial performance.
The Company's definition of EBITDA may not be
comparable with similarly titled performance measures
and disclosures by other companies.
3. SIGNIFICANT ACCOUNTING
JUDGEMENTS, ESTIMATES AND
ASSUMPTIONS
The preparation of the Company's standalone financial
statements requires the Management to make
judgements, estimates and assumptions that affect
the reported amounts of revenues, expenses, assets,
liabilities, the accompanying disclosures and the
disclosure of contingent liabilities. Uncertainty about these
assumptions and estimates could result in outcomes that
require a material adjustment to the carrying amount of
assets or liabilities affected in future periods. Estimates
and assumptions are reviewed on periodic basis. Revisions
to accounting estimates are recognised in the period in
which the estimates are revised.
The key assumptions concerning the future and other
key sources of estimation, that have a significant risk of
causing a material adjustment to the carrying amounts
of assets and liabilities, within the next financial year,
are described below. The Company's assumptions and
estimates are based on parameters available at the time
of preparation of the standalone financial statements.
Existing circumstances and assumptions about future
developments, however, may change due to market
changes or circumstances arising that are beyond the
control of the Company. Such changes are reflected in the
assumptions when they occur.
a) Impairment of non-financial assets
including goodwill
Determining whether goodwill is impaired requires an
estimation of the value in use of the cash-generating units
to which goodwill has been allocated. The value in use
calculation requires the directors to estimate the future
cash flows expected to arise from the cash-generating
unit and a suitable discount rate in order to calculate
present value. Where the actual future cash flows are less
than expected, a material impairment loss may arise.
Impairment exists when the carrying value of an asset
or Cash-Generating Unit (CGU) exceeds its recoverable
amount, which is higher of its fair value less costs of
disposal and its value in use. The fair value less costs of
disposal calculation is based on available data from binding
sales transactions, conducted at arm's length, for similar
assets or observable market prices less incremental costs
for disposing off the asset. The value in use calculation
is based on Discounted Cash Flow (DCF) model. The
cash flows are derived from the budget for the next five
years and do not include restructuring activities that the
Company is not yet committed to or significant future
investments that will enhance the asset's performance
of the CGU being tested. The recoverable amount is
sensitive to the discount rate used for the DCF model as
well as the expected future cash inflows and the growth
rate used for extrapolation purposes. These estimates
are most relevant to goodwill and other intangibles with
indefinite useful lives recognised by the Company. The
key assumptions used to determine the value in use for
the different CGUs, are disclosed and further explained in
Note 7.
b) Share-based payment
The Company uses the most appropriate valuation
model depending on the terms and conditions of the
grant, including the expected life of the share option,
volatility and dividend yield. The assumptions and models
used for estimating fair value for share-based payment
transactions are disclosed in Note 37.
c) Defined benefit plans
The cost of the defined benefit gratuity plan and other post¬
employment benefits plan are determined using actuarial
valuations. An actuarial valuation involves making various
assumptions that may differ from actual developments
in the future. These include the determination of the
discount rate, future salary increases and mortality
rates. Due to the complexities involved in the valuation
and its long-term nature, a defined benefit obligation
is highly sensitive to changes in these assumptions. All
assumptions are reviewed at each reporting date.
The calculation is most sensitive to changes in the discount
rate. In determining the appropriate discount rate for plans
operated in India, the Management considers the interest
rates of government bonds where remaining maturity of
such bond correspond to expected term of defined benefit
obligation. The mortality rate is based on publicly available
mortality tables. Those mortality tables tend to change
only at interval in response to demographic changes.
Future salary increases and gratuity increases are based
on expected future inflation rates.
Further details about gratuity obligations are given in
Note 35.
d) Leases
The Company determines the lease term as the non¬
cancellable term of the lease, together with any periods
covered by an option to extend the lease if it is reasonably
certain to be exercised, or any periods covered by an
option to terminate the lease, if it is reasonably certain not
to be exercised.
The Company has several lease contracts that include
extension and termination options. The Company
applies judgement in evaluating whether it is reasonably
certain to exercise the option to renew or terminate the
lease. It considers all relevant factors that create an
economic incentive for it to exercise either the renewal or
termination. After the commencement date, the Company
reassesses the lease term if there is a significant event
or change in circumstances that is within its control and
affects its ability to exercise or not to exercise the option
to renew or to terminate.
e) Going concern
The Management has performed an assessment of the
Company's ability to continue as a going concern. Based
on the assessment, the Management believes that there
is no material uncertainty with respect to any events or
conditions that may cast a significant doubt on the entity
to continue as a going concern, hence the standalone
financial statements have been prepared on a going
concern basis.
Discount rate
Discount rates represent the current market assessment of the risks specific to CGU, taking into the consideration
the time value of money and individual risks of the underlying assests that have not been incorporated in the cash
flow estimates. The discount rate is based on specific circumstances of the Company and is derived from its Weighted
Average Cost of Capital (WACC). The WACC takes into account both debt and equity. The cost of equity is derived from the
expected return on investment by the Company's investors. The cost of debt is based on the interest-bearing borrowings
the Company is obliged to service. Adjustments to the discount rate are made to factor in the specific amount and timing
of the future cash flows in order to reflect a pre-tax discount rate.
Growth rate
Rates are based on published industry research. Growth rate is based on the Company's Projection of business and
growth of the industry in which the Company is operating. The growth rate considers the Company's plan to launch new
outlets/expected same store growth. Hence, the Management has considered the terminal growth rate based on their
expected long-term sustainable annual earnings growth.
EBITDA Multiple
The EBITDA multiple has been derived from comparable market transactions and ranges between 12 to 24, depending
on the specific industry and growth characteristics of the CGU. EBITDA used in the valuation is based on the approved
financial budgets, and reflects the expected business performance considering current market conditions, historical
performance, and industry outlook.
Notes:
a) During the year ended March 31, 2025, the Company has acquired additional 432 equity shares constituting 6.62%
paid-up share capital, having face value of ' 100 each, of Red Apple Kitchen Consultancy Private Limited (”Red
Apple”), a subsidiary of the Company through secondary acquisition i.e., from existing shareholders of Red Apple
for a consideration of ' 160.29 million. Consequent to the said acquisition, the Company holds 89.05% stake (earlier
82.43%) in Red Apple.
During the year ended March 31, 2024, the Company acquired additional equity shares of Red Apple representing
4.21% stake on a fully diluted basis, for a total consideration of ' 100.62 million towards 275 equity shares of face
value of ' 100 each of Red Apple. This additional investment was approved by the Board of Directors.
b) During the year ended March 31, 2024, the Company acquired equity shares of Blue Planet Foods Private Limited
(“Blue Planet”) representing 11.77% stake on a fully diluted basis, for a total consideration of ' 51.08 million towards
1,282 equity shares of face value of ' 10 each of Blue Planet. This investment was approved by the Board of Directors.
c) On September 30, 2024, Barbeque Nation MENA Holding Limited ("Barbeque MENA”), a wholly owned subsidiary
of the Company domiciled in Dubai, United Arab Emirates, has issued and allotted 109,457 equity shares of
AED 100 each to the Company consequent to the conversion of loan, which was granted to Barbeque MENA
by the Company, into equity. The said conversion of loan into equity and allotment of shares was approved by
the regulatory authority in Dubai i.e., Jebel Ali Free Zone Authority (JAFZA). Consequent to the said conversion
of loan into equity and allotment on September 30, 2024, the Company holds 268,882 shares (earlier 159,425
shares) in Barbeque MENA. The Company has submitted requisite documents with regulatory authorities.
Based on the impairment assessment carried out by the Management, investment in Barbeque MENA was fully
impaired.
d) The Board of Directors of the Company at their meeting held on May 27, 2023 had approved the removal (strike-
off) of Barbeque Nation Holdings Pvt. Ltd. ("Barbeque Mauritius”), a wholly owned subsidiary of the Company,
incorporated in Mauritius, from the Register of Companies, subject to approval of Regulatory Authorities in Mauritius.
The application filed by Barbeque Mauritius has been approved by the Registrar of Companies in Mauritius (“RoC,
Mauritius”) and pursuant to the letter issued by RoC, Mauritius, Barbeque Mauritius has been removed (struck-off)
from the Register under Section 308 of the Mauritius Companies Act, 2001 with effect from December 02, 2024.
Based on the impairment assessment carried out by the Management, investment in Barbeque Mauritius was fully
impaired.
e) On February 03, 2025, the Company has executed a Share Subscription Agreement and Shareholders' Agreement
to acquire upto 51% of equity share capital of Willow Gourmet Private Limited (“WGPL”). WGPL operates an ice-cream
brand 'Omm Nom Nomm' through the delivery channel. On March 11, 2025, the Company has acquired 42.36% stake
in WGPL. Consequent to the aforesaid acquisition, WGPL has become an associate of the Company.
Nature and purpose of reserves
Securities premium
Securities premium is used to record the premium on issue of shares. The reserve can be utilised only for limited purposes
such as issuance of bonus shares in accordance with the provisions of the Companies Act, 2013.
Retained earnings
Retained earnings are the profits/(losses) that the Company has earned/incurred till date, less any transfers to general
reserve, dividends or other distributions paid to shareholders.
Share based payment reserve
The fair value of the equity-settled share based payment transactions with employees is recognised in Standalone
Statement of Profit and Loss with corresponding credit to share based payment reserve. The amount of cost recognised
is transferred to share premium on exercise of the related stock options.
Remeasurement gains/(losses) on defined benefit plans
The cumulative balances of actuarial gain or loss arising on remeasurements of defined benefit plan is accumulated and
recognised within this component of other comprehensive income/(loss). Items included in actuarial gain or loss reserve
will not be reclassified subsequently to Standalone Statement of Profit and Loss.
Details of security and terms of
repayment
(i) Term loans from bank:
• Term loans are secured by way of hypothecation of
moveable fixed assets (excluding vehicles), security
deposits and current assets of the Company.
• Term Loan 1: The loan is repayable in 48 equal monthly
instalments of ' 3.09 million each commencing (after
12 months of moratorium period from the date of
first disbursement) through December 31, 2021 to
November 30, 2025 and carries interest rate of 10.45%
linked to one year MCLR.
• Term Loans 2 and 3: The loans are repayable in 20
equal quarterly instalments of ' 10.00 million each
commencing (after 12 months of moratorium period
from the date of first disbursement) through June 30,
2024 to March 31, 2029 and carries interest rate of
Repo rate 2%.
• Term Loan 4: The loan is repayable in 20 equal quarterly
instalments of ' 5.00 million commencing (after 12
months of moratorium period from the date of first
disbursement) through March 31, 2026 to December
31, 2030 and carries interest rate of Repo rate 2%.
• Term Loan 5: The loan is repayable in 20 equal quarterly
instalments of ' 7.50 million commencing (after 12
months of moratorium period from the date of first
disbursement) through March 31, 2026 to December
31, 2030 and carries interest rate of Repo rate 2%.
(ii) Working capital loan from banks:
• Working capital loans are secured by way of
hypothecation of moveable fixed assets (excluding
vehicles), security deposits and current assets of the
Company. - The loans are repayable on demand and
carries interest rate of 8.50%.
(iii) Vehicle loans:
• Vehicle loans are secured by way of hypothecation of
underlying vehicles.
• The loans are repayable in 36 to 60 equated monthly
instalments from the date of respective loans availed
and carries an variable interest rate which is linked to
value and condition of vehicles purchased (ranging
from 7.30% to 12.50%).
Loan covenants
The term loans and working capital loans from banks
contain certain financial covenants like debt service
coverage ratio, total outstanding liability to average total
net worth ratio and security coverage ratio. The limitation
on indebtedness covenant gets suspended if the
Company meets certain prescribed criteria. The Company
has satisfied all covenants prescribed in the terms of such
loans.
The vehicle loans do not carry any debt covenant.
The Company has not defaulted on any loans payable.
33 EARNINGS PER SHARE
Basic EPS amounts are calculated by dividing the profit/(loss) for the year attributable to owners of the Company by the
weighted average number of equity shares outstanding during the year.
Diluted EPS amounts are calculated by dividing the profit/(loss) attributable to owners of the Company by the weighted
average number of equity shares outstanding during the year plus the weighted average number of equity shares that
would be issued on conversion of all the dilutive potential equity shares into equity shares.
The Code on Social Security, 2020 ('Code') relating to employee benefits during employment and post-employment
benefits received Presidential assent in September 2020. The Code has been published in the Gazette of India. Certain
sections of the Code came into effect on May 03, 2024. However, the final rules/interpretation have not yet been issued.
Based on a preliminary assessment, the Company believes the impact of the change will not be significant.
(ii) Defined benefit plans
The Company has a defined benefit gratuity plan for its employees. The gratuity plan is governed by the Payment of
Gratuity Act, 1972. Under the gratuity plan, every employee who has completed at least five years of service gets a
gratuity on departure at 15 days of last drawn salary for each completed year of service. The scheme is funded with an
insurance company in the form of qualifying insurance policy.
The following tables summarise the components of net benefit expense recognised in the standalone statement of profit
and loss and amounts recognised in the standalone balance sheet:
Other commitments
As at March 31, 2025, the Company has committed to provide financial support to Barbeque Nation Mena Holding Limited
with regard to operations of this subsidiary including its step-down subsidiaries.
(a) The aforesaid amounts under disputes are as per the demands from various authorities for the respective periods
and has not been adjusted to include further interest and penalty leviable, if any, at the time of final outcome of the
appeals.
(b) Certain demands from the income tax authorities were set-off against the brought forward business losses and
unabsorbed depreciation of previous years which have not been disclosed above.
(c) In the ordinary course of business, the Company faces claims and assertions by various parties. The Company
assesses such claims and assertions and monitors the legal environment on an ongoing basis with the assistance
of external legal counsel, wherever necessary. The Company has reviewed all its pending litigations and
proceedings, and has adequately provided for where provisions are required and disclosed the contingent liabilities
in its standalone financial statements where financial outflow is not probable. The Company does not expect the
outcome of these proceedings to have a materially adverse effect on the standalone financial statements.
A) Barbeque Nation Hospitality Limited- Employee Stock option Plan 2015
In the annual general meeting held on August 26, 2015, the shareholders of the Company approved the issue of not more
than 266,240 options (underlying equity share of face value of ' 10/- each per option) under the Scheme titled Barbeque
Nation Hospitality Limited- Employee Stock option Plan 2015 (ESOP 2015). The ESOP 2015 allows the issue of options to
employees of the Company and its subsidiaries. Pursuant to the sub-division of equity share of '10 each into 2 equity
shares of ' 5 each during the year ended March 31, 2017, the scheme comprise of 532,480 options (underlying equity
share of face value of ' 5 each per option). Further, in the annual general meeting held on July 23, 2019, the shareholders
of the Company approved the increase of options to be offered to the employees up to 932,480 options and in the Extra¬
ordinary General meeting held on July 19, 2021, the shareholders approved the increase of ESOP pool size to 2,000,000
options. Further in the annual general meeting held on September 06, 2022, the shareholders approved the transfer of
500,000 options from ESOP 2015 to ESOP 2022 and consequent to the said transfer, the pool size of ESOP 2015 has been
reduced to 1,500,000 options.
As per the Scheme, the Nomination & Remuneration Committee grants the options to the eligible employees. The
exercise price of each option shall be at a price not less than the face value per share. Vesting period of the option is
from 1 to 3 years from the date of grant and all the vested options can be exercised by the option grantee within 60
months from the vesting date.
The Company granted options under said scheme for eligible personnel at various dates as per below table. The fair value
of the option has been determined using Black Scholes Option Pricing Model. The Company has amortised the fair value
of option over the vesting period.
All the options granted to employees shall vest upon completion of the required vesting period.
On October 15, 2020, Board of Directors have approved the grant of same number of options to the employees who have
surrendered their options and re-priced the surrendered options.
Considering the fall in the market price of shares of the Company (i.e. exercise price of ESOPs exceeding the current
market price) and based on the recommendations of Nomination and Remuneration Committee, the Board of Directors
of the Company, at their meeting held on August 07, 2023, have approved the re-pricing of ESOPs and the same was
approved by the Shareholders/members in the 17th Annual General Meeting held on September 25, 2023, as mentioned
hereunder:
a. Repricing of ESOPs granted, under ESOP 2015, during the financial year 2021-22 and 2022-2023 and revised
exercise price is '721 per option.
b. Repricing of ESOPs granted, under ESOP 2022, during the financial year 2022-2023 and revised exercise price is
'721 per option.
c. Increasing vesting period of the re-priced ESOPs to 3 years effective from the date of re-pricing (i.e. from August 07,
2023).
Incremental fair value for these modifications were calculated as fair value of option at modification date less fair value of
option at grant date and this fair value was determined using Black Scholes Option Pricing model.
B) Barbeque Nation Hospitality Limited- Employee Stock Option Scheme 2022
In the annual general meeting held on September 6, 2022, the Shareholders approved the adoption of new Employee
Stock Option Scheme called 'Barbeque Nation Hospitality Limited - Employees Stock Option Plan 2022' (“ESOP 2022”).
The pool size of the ESOP 2022 is 500,000 Options (which are convertible into equivalent number of equity shares having
face value of ' 5 each i.e. one option is equal to one share), which are being transferred from ESOP 2015 and consequent
to the said transfer, the pool size of ESOP 2015 has been reduced to 1,500,000 options. The ESOP 2022 allows the issue
of options to employees of the Company and its subsidiaries.
As per the Scheme, the Nomination & Remuneration Committee grants the options to the eligible employees. The
exercise price of each option shall be at a price not less than the face value per share. Vesting period of the option is
from 1 to 3 years from the date of grant and all the vested options can be exercised by the option grantee within 60
months from the vesting date.
Fair value of financial assets and liabilities measured at amortised cost
The Management assessed that fair value of cash and cash equivalents, trade receivables, security deposits, interest
accrued on fixed deposits, other receivables and trade payables, approximate their carrying amounts largely due to the
short-term maturities of these instruments.
The fair value of security deposits have been estimated using DCF model.
The fair value of the Company's interest bearing borrowings and loans are determined using DCF method using discount
rate. The fair value of the financial assets and liabilities are 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 investments made in subsidiaries and associate as at March 31, 2025 is ' 1,405.58 (March 31, 2024: ' 867.60) are
measured at cost.
Fair value hierarchy
Level 1 - Quoted prices (unadjusted) in active markets for identical assets or liabilities.
Level 2 - Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either
directly (i.e. as prices) or indirectly (i.e. derived from prices).
Level 3 - Inputs for the assets or liabilities that are not based on observable market data (unobservable inputs).
41 FINANCIAL RISK MANAGEMENT
The Company's principal financial liabilities comprise borrowings, leases, trade payables, and other payables. The main
purpose of these financial liabilities are to finance the Company's operations. The Company's principal financial assets
include loans, trade receivables and cash and cash equivalents that derive directly from its operations.
The Company also holds investments in equity instruments.
The Company is exposed to market risk, credit risk and liquidity risk. The Company's senior management oversees the
management of these risks. It is the Company's policy that no trading in derivatives for speculative purposes may be
undertaken. The Board of Directors reviews and agrees policies for managing each of these risks, which 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 of interest rate risk. Financial instruments affected by market risk include loans
and borrowings, deposits, debt and equity investments.
The sensitivity analysis in the following sections relate to the position as at March 31, 2025 and March 31, 2024.
The sensitivity analysis have been prepared on the basis that the amount of net debt, the ratio of fixed to floating interest
rates of the debt at March 31, 2025 and March 31, 2024.
Interest rate risk
Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of
changes in market interest rates. The Company's exposure to the risk of changes in market interest rates relates primarily
to the Company's long-term debt obligations with floating interest rates. The Company manages its interest rate risk by
having a balanced portfolio of fixed and variable rate loans and borrowings.
Interest rate
The following table demonstrates the sensitivity to a reasonably possible change in interest rates on that portion of
loans and borrowings affected. If interest rates had been 1% higher/lower and all other variables were held constant, the
Company's loss for the year ended would have impacted in the following manner:
(B) Credit risk
Credit risk is the risk that counterparty will not meet its obligations under a financial instrument or customer contract,
leading to a financial loss. To manage this, the Company periodically assesses financial reliability of customers and other
counterparties, 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.
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.
The Company only deals with parties which has good credit rating given by external rating agencies or based on the
Company's internal assessment.
Financial assets are written-off when there is no reasonable expectations of recovery, such as a debtor failing to engage
in a repayment plan with the Company. Where loans or receivables have been written-off, the Company continues
to engage in enforcement activity to attempt to recover the receivable dues where recoveries are made, these are
recognised as income in the Standalone Statement of Profit and Loss.
The Company is exposed to credit risk from its operating activities (primarily trade receivables and security deposits).
(C) Liquidity risk
The Company monitors its risk of a shortage of funds using a liquidity planning tool.
The Company's objective is to maintain a balance between continuity of funding and flexibility through the use of bank
overdrafts, bank loans and lease contracts. Approximately 37% of the Company's debt will mature in less than one year
at March 31, 2025 (March 31, 2024: 35%) based on the carrying value of borrowings reflected in the standalone financial
statements. The Company assessed the concentration of risk with respect to refinancing its debt and concluded it to be
low. The Company has access to a sufficient variety of sources of funding.
The table below summarises the maturity profile of the Company's financial liabilities based on contractual undiscounted
payments:
42 CAPITAL MANAGEMENT
For the purpose of the Company's capital management, capital includes issued equity capital, securities premium and all
other equity reserves attributable to the equity holders of the Company. The primary objective of the Company's capital
management is to maximise the shareholder value.
The Company manages its capital structure and makes adjustments in light of changes in economic conditions and
the requirements of the financial covenants. 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 includes within net debt,
interest bearing loans and borrowings, lease liabilities, less cash and cash equivalents.
In order to achieve this overall objective, the Company's capital management, amongst other things, aims to ensure
that it meets financial covenants attached to the interest-bearing loans and borrowings that define capital structure
requirements. Breaches in meeting the financial covenants would permit the bank to immediately call loans and
borrowings. There have been no breaches in the financial covenants of any interest-bearing loans and borrowing in the
current year and the previous year.
No changes were made in the objectives, policies or processes for managing capital during the years ended March 31,
2025 and March 31, 2024.
** Pertains to Investing party for which the Company is an Associate and Entities in which KMP/Relatives of KMP can
exercise significant influence and Associate.
Terms and conditions of transactions with related parties
The sales to and purchases from related parties are made on terms equivalent to those that prevail in arm's length
transactions. Amount owed to and by related parties are unsecured and interest free and settlement occurs in cash.
Deposits to other related parties are unsecured and interest free and settlement occurs in cash. Loan to wholly-owned
subsidiary is unsecured and interest bearing and settlement occurs in cash. There have been no guarantees received or
provided for any related party receivables or payables. For the year ended March 31, 2025, the Company has not recorded
any impairment of assets relating to amounts owed by related parties. This assessment is undertaken each financial year
through examining the financial position of the related party and the market in which the related party operates. Refer
below for terms and conditions for related party transactions and balances:
a) Income from royalty
For terms of transactions
Income from royalty from subsidiaries on the same terms as applicable to third parties in an arm's length transaction
and in the ordinary course of business. The Company charge to subsidiaries for use of its brand @ 5% of turnover of the
respective subsidiaries for each financial year.
For terms of balances
Trade receivables outstanding balances are unsecured, interest free and require settlement in cash. No guarantee or
other security has been received against these receivables. The amounts are recoverable within 90 days from the invoice
date. For the year ended March 31, 2025, the Company has not recorded any impairment on such receivables.
b) Purchases
For terms of transactions
Purchases are made from related parties on the same terms as applicable to third parties in an arm's length transaction
and in the ordinary course of business. The Company mutually negotiates and agrees purchase price and payment
terms with the related parties by benchmarking the same to sale transactions with non-related parties entered into by
the counter-party and similar purchase transactions entered into by the Company with the other non-related parties.
For terms of balances
Trade payables outstanding balances are unsecured, interest free and require settlement in cash. No guarantee or other
security has been given against these payables. The amounts are payable within 30 to 60 days from the invoice date.
c) Interest income on loan
The Company has given loan to its subsidiary for expansion of business and further investments. The loan has been
utilised by the subsidiary for the purpose it was obtained. The loan is unsecured, repayable on demand and carries
interest rates at the rate of 9.01% per annum. Also, refer Note 10.
d) Rent expense
The Company has obtained premises, for use as the outlet, on lease from Sana Hospitality Services Private Limited, Sana
Reality Private Limited, Sayaji Hotels Limited and Sayaji Hotels (Pune) Limited, entities over which the promoters of the
Company have control, for a period of 3 to 5 years. The lease requires the Company to pay lease rental on a monthly
basis. The lease agreement contains escalation clauses after pre-defined period.
46 OTHER STATUTORY INFORMATION
(a) The Company does not have any Benami property,
where any proceeding have been initiated or pending
against the Company for holding any Benami
property under the Benami Transactions (Prohibition)
Act, 1988 and rules made thereunder.
(b) The Company do not have any charges or satisfaction
which is yet to be registered with ROC beyond the
statutory period.
(c) The Company has not been declared wilful defaulter
by any bank or financial institution or government or
any government authority or other lender.
(d) The Company does not have any transactions with
companies struck off.
(e) 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
or in any other persons or entities, including foreign
entities (“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
(“Ultimate Beneficiaries”) or provide any guarantee,
security or the like on behalf of the Ultimate
Beneficiaries.
(f) The Company has not received any funds from
any persons or entities, including foreign entities
(“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.
(g) The Company does not have any such transaction
which is not recorded in the books of accounts that
has been surrendered or disclosed as income during
the year in the tax assessments under the Income
Tax Act, 1961 (such as, search or survey or any other
relevant provisions of the Income Tax Act, 1961).
(h) The Company has not traded or invested in crypto
currency or virtual currency during the current or
previous year.
47 MAINTENANCE OF BOOKS OF ACCOUNT
(a) Physical server of books of account
As per the MCA notification dated August 05, 2022,
the Central Government has notified the Companies
(Accounts) Fourth Amendment Rules, 2022. As per the
amended rules, the Company is required to maintain its
books of account and other relevant books and papers
in electronic mode and these books of account should
be accessible in India at all times. Also, the Company is
required to maintain the back-up of books of account on
servers physically located in India, on a daily basis.
Proper books of account as required by law have been
kept by the Company except in respect of an accounting
software which is operated by a third-party software
service provider, for maintaining its books of account.
Management is not in possession of Service Organisation
Controls report to determine whether the back-up of
books of account maintained in electronic mode in respect
of said accounting software was kept in server physically
located in India on a daily basis.
(b) Audit trail
The Company has used accounting software for
maintaining its books of account which has a feature of
recording audit trail (edit log) facility and the same has
operated throughout the year for all relevant transactions
recorded in the software, except that audit trail feature is
not enabled for direct changes to data when using certain
access rights (at the database level) insofar as it relates
to the accounting software. Further, no instance of audit
trail feature being tampered with was noted, in respect of
the aforesaid accounting software where audit trail has
been enabled. Additionally, the audit trail of prior year
has been preserved by the Company as per the statutory
requirements for record retention to the extent it was
enabled and recorded in the respective year.
Further, the Company has used an accounting
software which is operated by a third-party software
service provider, for maintaining its books of account.
Management is not in possession of Service Organisation
Controls report to determine whether audit trail feature
of the aforesaid software was enabled and operated
throughout the year for all relevant transactions recorded
in the software or whether there were any instances of
the audit trail feature being tampered with, in respect of
an accounting software where the audit trail has been
enabled and whether the audit trail has been preserved by
the Company as per the statutory requirements for record
retention.
As per our report of even date
For S.R. Batliboi & Associates LLP For and on behalf of the Board of Directors of
Chartered Accountants Barbeque-Nation Hospitality Limited
ICAI Firm Registration Number: 101049W/E300004 CIN: L55101KA2006PLC073031
per Sunil Gaggar Kayum Razak Dhanani Rahul Agrawal
Partner Managing Director Chief Executive Officer &
Membership Number: 104315 DIN: 00987597 Whole-time Director
DIN: 07194134
Abhay Chintaman Amit V Betala Nagamani C Y
Chaudhari Chief Financial Officer Company Secretary
Director M. No.: 27475
DIN: 06726836
Place: Bengaluru Place: Bengaluru
Date: May 22, 2025 Date: May 22, 2025
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