(l) Provisions
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, the reimbursement is recognised as a sep¬ arate 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.
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 a finance cost.
(m) Contingent liability and contingent asset
Contingent liability is a possible obligation arising from past events and whose existence will be con¬ firmed only by the occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the entity or a present obligation that arises from past events but is not recognized because it is not probable that an outflow of resources embodying economic benefits will be required to settle the obligation, or the amount of the obligation cannot be measured with sufficient reliability. The Company does not recognize a contingent liability but discloses its existence and other required disclo¬ sures in notes to the standalone financial statements, unless the possibility of any outflow in settlement is remote.
A contingent asset is a possible asset that arises from past events and whose existence will be confirmed only by- the occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the entity. The Company does not recognize the contingent asset in its standalone financial statements since this may result in the recognition of income that may never be realised. Where an inflow of economic benefits is probable, the Company disclose a brief description of the nature of contingent assets at the end of the reporting period. However, when the realisation of income is virtually certain, then the related asset is not a contingent asset, and the Company recognize such assets.
(n) Retirement and other employee benefits
Retirement benefit in the form of provident fund is defined contribution scheme. The Company has no obligation, other than the contribution payable to the fund. The Company recognizes contribution pay¬ able to the scheme as an expense, when an employee renders the related service.
The Company operates a defined benefit gratuity plan in India. The cost of providing benefits under the defined benefit plan is determined using the projected unit credit method. Remeasurements, comprising of actuarial gains and losses, the effect of the asset ceiling, excluding amounts included in net interest on the net defined benefit liability and the return on plan assets (excluding amounts included in net interest on the net defined benefit liability), are recognised immediately in the balance sheet with a correspond¬ ing debit or credit to retained earnings through OCI in the period in which they occur. Remeasurements are not reclassified to profit or loss in subsequent periods. Past service costs are recognised in profit or loss on the earlier of the date of the plan amendment or curtailment, and the date that the Company recog¬ nises related restructuring costs. Net interest is calculated by applying the discount rate to the net defined benefit liability or asset. The Company recognises the changes in the net defined benefit obligation as an expense in the standalone statement of profit and loss, which include service costs comprising current
service costs, past-service costs, gains and losses on curtailments and non-routine settlements; and net interest expense or income.
Accumulated leave, which is expected to be utilized within the next twelve months, is treated as short¬ term employee benefit. The Company measures the expected cost of such absences as the additional amount that it expects to pay as a result of the unused entitlement that has accumulated at the report¬ ing date. The Company recognizes expected cost of short-term employee benefit as an expense, when an employee renders the related service. The Company treats accumulated leave expected to be carried for¬ ward beyond twelve months, as long-term employee benefit for measurement purposes.
Such long-term compensated absences are provided for based on the actuarial valuation using the pro¬ jected unit credit method at the reporting date. Remeasurement gains/losses are immediately taken to the statement of profit and loss and are not deferred. The obligations are presented as current liabilities in the balance sheet if the entity does not have a right to defer the settlement for at least twelve months after the reporting date.
(o) Share-based payments
Employees (including senior executives) and consultants of the Company receive remuneration in the form of share-based payments, whereby they render services as consideration for equity instruments (equity-settled transactions). Certain employees and consultants are granted share appreciation rights, which are settled in cash (cash-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 reserve in equity, over the period in which the performance and/or service condi¬ tions are fulfilled in 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.
Service and non-market performance conditions are not taken into account when determining the grant date fair value of awards, but the likelihood of the conditions being met is assessed as part of the Company’s best estimate of the number of equity instruments that will ultimately vest. Market performance condi¬ tions are reflected within the grant date fair value. Any other conditions attached to an award, but without an associated service requirement, are considered to be non-vesting conditions. Non-vesting conditions are reflected in the fair value of an award and lead to an immediate expensing of an award unless there are also service and/or performance conditions.
No expense is recognised for awards that do not ultimately vest because non-market performance and/ or service conditions have not been met. Where awards include a market or non-vesting condition, the transactions are treated as vested irrespective of whether the market or non-vesting condition is satisfied, provided that all other performance and/or service conditions are satisfied.
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 addi¬ tional 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. Where an award is cancelled by the entity or by the counterparty, any remaining element of the fair value of the award is expensed immediately through the statement of profit and loss.
The dilutive effect of outstanding options is reflected as additional share dilution in the computation of diluted earnings per share.
Cash-settled transactions
A liability is recognised for the fair value of cash-settled transactions. The fair value is measured initially and at each reporting date up to and including the settlement date, with changes in fair value recognised in expense. The fair value is expensed over the period until the vesting date with recognition of a corre¬ sponding liability. The fair value is determined using a binomial model. The approach used to account for vesting conditions when measuring equity-settled transactions also applies to cash-settled transactions.
(p) Financial instruments
A financial instrument is any contract that gives rise to a financial asset of one entity and a financial lia¬ bility or equity instrument of another entity.
Financial assets
Initial recognition and measurement
Financial assets are classified, at initial recognition, as subsequently measured at amortised cost, fair value through other comprehensive income (OCI) or fair value through profit or loss. The classification of financial assets at initial recognition depends on the financial asset’s contractual cash flow characteristics and the Company’s business model for managing them. With the exception of trade receivables that do not contain a significant financing component or for which the Company has applied the practical expe¬ dient, the Company initially measures a financial asset at its fair value plus, in the case of a financial asset not at fair value through profit or loss, transaction costs. Trade receivables that do not contain a signifi¬ cant financing component or for which the Company has applied the practical expedient are measured at the transaction price determined under Ind AS 115.
In order for a financial asset to be classified and measured at amortised cost or fair value through OCI, it needs to give rise to cash flows that are ‘solely payments of principal and interest (SPPI)’ on the principal amount outstanding. This assessment is referred to as the SPPI test and is performed at an instrument level. Financial assets with cash flows that are not SPPI are classified and measured at fair value through profit or loss, irrespective of the business model. The Company’s business model for managing financial assets refers to how it manages its financial assets in order to generate cash flows. The business model determines whether cash flows will result from collecting contractual cash flows, selling the financial assets, or both. Financial assets classified and measured at amortised cost are held within a business model with the objective to hold financial assets in order to collect contractual cash flows while financial assets classified and measured at fair value through OCI are held within a business model with the objec¬ tive of both holding to collect contractual cash flows and selling.
Subsequent measurement
For purposes of subsequent measurement, financial assets are classified in four categories:
• Financial assets at amortised cost (debt instruments)
• Financial assets at fair value through other comprehensive income (FVTOCI) with recycling of cumu¬ lative gains and losses (debt instruments)
• Financial assets designated at fair value through OCI with no recycling of cumulative gains and losses upon derecognition (equity instruments)
• Financial assets at fair value through profit or loss
Financial instruments at amortised cost (debt instruments)
A ‘financial asset’ is measured at the amortised cost if both the following conditions are met:
• The asset is held within a business model whose objective is to hold assets for collecting contractual cash flows, and
• Contractual terms of the asset give rise on specified dates to cash flows that are solely payments of principal and interest (SPPI) on the principal amount outstanding.
After initial measurement, such financial assets are subsequently measured at amortised cost using the Effective Interest Rate (EIR) method. 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 EIR amortisation is included in other income in the statement of profit and loss. The losses arising from impairment are recognised in the statement of profit and loss. This category generally applies to trade and other receiv¬ ables.
Financial assets instrument at fair value through OCI (FVTOCI)
A ‘financial asset’ is classified as at the FVTOCI if both of the following criteria are met:
• The objective of the business model is achieved both by collecting contractual cash flows and selling the financial assets, and
• The asset’s contractual cash flows represent ‘solely payments of principal and interest (SPPI)’.
Debt instruments included within the FVTOCI category are measured initially as well as at each report¬ ing date at fair value. For debt instruments, at fair value through OCI, interest income, foreign exchange revaluation and impairment losses or reversals are recognised in the statement of profit and loss and com¬ puted in the same manner as for financial assets measured at amortised cost. The remaining fair value changes are recognised in OCI. Upon derecognition, the cumulative fair value changes recognised in OCI is reclassified from the equity to profit or loss.
Financial assets designated at fair value through OCI (equity instruments)
Upon initial recognition, the Company can elect to classify irrevocably its equity investments as equity instruments designated at fair value through OCI when they meet the definition of equity under Ind AS 32 Financial Instruments: Presentation for the issuer and are not held for trading. The classification is determined on an instrument-by-instrument basis. Gains and losses on these financial assets are never recycled to profit or loss. Dividends are recognised as other income in the statement of profit and loss when the right of payment has been established, except when the Company benefits from such proceeds as a recovery of part of the cost of the financial asset, in which case, such gains are recorded in OCI. Equity instruments designated at fair value through OCI are not subject to impairment assessment.
Financial assets designated at fair value through profit or loss (FVTPL)
Financial assets in this category are those that are held for trading and have been either designated by management upon initial recognition or are mandatorily required to be measured at fair value under Ind AS 109 i.e. they do not meet the criteria for classification as measured at amortised cost or FVOCI. Management only designates an instrument at FVTPL upon initial recognition, if the designation elimi¬ nates, or significantly reduces, the inconsistent treatment that would otherwise arise from measuring the assets or liabilities or recognising gains or losses on them on a different basis. Such designation is deter¬ mined on an instrument-by-instrument basis.
Financial assets at fair value through profit or loss are carried in the balance sheet at fair value with net changes in fair value recognised in the statement of profit and loss. Interest earned on instruments desig¬ nated at FVTPL is accrued in interest income, using the EIR, taking into account any discount/premium and qualifying transaction costs being an integral part of instrument. Interest earned on assets mandato¬ rily required to be measured at FVTPL is recorded using the contractual interest rate. Dividend incomes are recognised in the statement of profit and loss as other income when the right of payment has been established.
Derecognition
A financial asset (or, where applicable, a part of a financial asset or part of a Company of similar finan¬ cial assets) is primarily derecognised (i.e. removed from the Company’s balance sheet) when the rights to receive cash flows from the asset have expired; or the Company has transferred its rights to receive cash flows from the asset or has assumed an obligation to pay the received cash flows in full without material delay to a third party under a ‘pass-through’ arrangement; and either (a) the Company has trans¬ ferred substantially all the risks and rewards of the asset, or (b) the Company has neither transferred nor retained substantially all the risks and rewards of the asset, but has transferred control of the asset.
When the Company has transferred its rights to receive cash flows from an asset or has entered into a pass-through arrangement, it evaluates if and to what extent it has retained the risks and rewards of ownership. When it has neither transferred nor retained substantially all of the risks and rewards of the asset, nor transferred control of the asset, the Company continues to recognise the transferred asset to the extent of the Company’s continuing involvement. In that case, the Company also recognises an associated liability. The transferred asset and the associated liability are measured on a basis that reflects the rights and obligations that the Company has retained.
Impairment of financial assets
The Company recognises an allowance for expected credit losses (ECLs) for all debt instruments not held at fair value through profit or loss. ECLs are based on the difference between the contractual cash flows due in accordance with the contract and all the cash flows that the Company expects to receive, discounted at an approximation of the original effective interest rate. The expected cash flows will include cash flows from the sale of collateral held or other credit enhancements that are integral to the contractual terms. ECLs are recognised in two stages. For credit exposures for which there has not been a significant increase in credit risk since initial recognition, ECLs are provided for credit losses that result from default events that are possible within the next 12-months (a 12-month ECL). For those credit exposures for which there has been a significant increase in credit risk since initial recognition, a loss allowance is required for credit losses expected over the remaining life of the exposure, irrespective of the timing of the default (a lifetime ECL).
For trade receivables and contract assets, the Company applies a simplified approach in calculating ECLs. Therefore, the Company does not track changes in credit risk but instead recognises a loss allowance based on lifetime ECLs at each reporting date. The Company has established a provision matrix that is based on its historical credit loss experience, adjusted for forward-looking factors specific to the debtors and the economic environment. A financial asset is written off when there is no reasonable expectation of recovering the contractual cash flows.
Financial liabilities
Initial recognition and measurement
Financial liabilities are classified, at initial recognition, as financial liabilities at fair value through profit or loss, loans and borrowings, or as payables, as appropriate. All financial liabilities are recognised ini¬ tially at fair value and, in the case of loans and borrowings and payables, net of directly attributable trans¬ action costs. The Company’s financial liabilities include trade and other payables.
Subsequent measurement
For purposes of subsequent measurement, financial liabilities are classified in two categories i.e. financial liabilities at fair value through profit or loss and financial liabilities at amortised cost.
Financial liabilities at fair value through profit or loss include financial liabilities held for trading and financial liabilities designated upon initial recognition as at fair value through profit or loss. Financial liabilities are classified as held for trading if they are incurred for the purpose of repurchasing in the near term. This category also includes derivative financial instruments entered into by the Company that
are not designated as hedging instruments in hedge relationships as defined by Ind AS 109. Separated embedded derivatives are also classified as held for trading unless they are designated as effective hedg¬ ing instruments. Gains or losses on liabilities held for trading are recognised in the statement of profit and loss. Financial liabilities are designated upon initial recognition as at fair value through profit or loss only if the criteria in Ind AS 109 are satisfied.
After initial recognition, financial liabilities at amortised cost are subsequently measured at amortised cost using the effective interest rate (EIR) method. Gains or losses are recognised in the statement of profit and loss when the liabilities are derecognised as well as through the EIR amortisation process. 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 EIR amortisation is included as finance costs in the statement of profit and loss.
De-recognition
A financial liability is derecognised when the obligation under the liability is discharged or cancelled or expired. When an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or mod¬ ification is treated as the de-recognition of the original liability and the recognition of a new liability. The difference in the respective carrying amounts is recognised in the statement of profit and loss.
Reclassification of financial assets and liabilities
The Company determines classification of financial assets and liabilities on initial recognition. After ini¬ tial recognition, no re-classification is made for financial assets which are equity instruments and finan¬ cial 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. If the Company reclassifies financial assets, it applies the re-classification prospectively from the re-classification 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.
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 realize the assets and settle the liabilities simultaneously.
(q) Convertible preference shares
Convertible preference shares are separated into liability and equity components based on the terms of the contract. On issuance of the convertible preference shares, the fair value of the liability component is determined using a market rate for an equivalent non-convertible instrument. This amount is classified as a financial liability measured at amortised cost (net of transaction costs) until it is extinguished on conversion or redemption. The remainder of the proceeds is allocated to the conversion option that is rec¬ ognised and included in equity since conversion option meets Ind AS 32 criteria for fixed to fixed classifi¬ cation. Transaction costs are deducted from equity, net of associated income tax. The carrying amount of the conversion option is not remeasured in subsequent years. Transaction costs are apportioned between the liability and equity components of the convertible preference shares based on the allocation of pro¬ ceeds to the liability and equity components when the instruments are initially recognised.
(r) Segment reporting
An operating segment is a component of the Company that engages in business activities from which it may earn revenues and incur expenses (including revenues and expenses relating to transactions with other components of the Company), whose operating results are regularly reviewed by the Company’s chief oper¬ ating decision maker to make decisions about resources to be allocated to the segment and assess its perfor¬ mance, and for which discrete financial information is available. Operating segments of the Company are reported in a manner consistent with the internal reporting provided to the chief operating decision maker.
(s) Cash and cash equivalents
Cash and cash equivalents in the balance sheet and cash flow statement comprise cash at banks and in hand and short-term deposits with an original maturity of three months or less, which are subject to an insignificant risk of changes in value.
(t) Earnings/(loss) per share
Basic earnings/(loss) per share is calculated by dividing the net profit or loss attributable to equity hold¬ ers of the Company (after deducting preference dividends and attributable taxes) 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/(loss) per share, the net profit or loss for the period attrib¬ utable to equity shareholders 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.
Equity shares that will be issued upon the conversion of a mandatorily convertible instrument are included in the calculation of basic earnings/(loss) per share from the date the contract is entered into.
(u) Events after the reporting period
If the Company receives information after the reporting period, but prior to the date of approved for issue, about conditions that existed at the end of the reporting period, it will assess whether the information affects the amounts that it recognises in its separate financial statements. The Company will adjust the amounts recognised in its standalone financial statements to reflect any adjusting events after the report¬ ing period and update the disclosures that relate to those conditions in light of the new information. For non-adjusting events after the reporting period, the Company will not change the amounts recognised in its separate financial statements but will disclose the nature of the non-adjusting event and an estimate of its financial effect, or a statement that such an estimate cannot be made, if applicable.
(v) Significant accounting judgements, estimates and assumptions
The preparation of the standalone financial statements require management to make judgements, esti¬ mates and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities, and 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. The Company based its assumptions and esti¬ mates on parameters available when the standalone financial statements were prepared. Existing cir¬ cumstances 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.
The judgements, estimates and assumptions management has made which have the most significant effect on the amounts recognised in the standalone financial statements are as below. Other disclosures relating to the Company’s exposure to risks and uncertainties are included in Financial risk management objectives and policies; and Capital management.
Revenue from contracts with customers
The Company exercises significant judgment and uses estimates that materially impact the recognition, measurement, and timing of revenue arising from contracts with customers. These judgments primarily include identification of distinct performance obligations, determination of the transaction price, assess¬ ment of whether the Company acts as a principal or an agent, and determination of the timing of revenue recognition based on transfer of control.
Provision for expected credit loss on trade receivables
The Company uses a provision matrix to calculate ECLs for trade receivables. The provision rates are based on days past due for groupings of various customers that have similar loss patterns. The provision matrix is initially based on the Company’s historical observed default rates. The Company calibrates the matrix to adjust the historical credit loss experience with forward-looking information.
At every reporting date, the historical observed default rates are updated and changes in the forward-look¬ ing estimates are analysed. The assessment of the correlation between historical observed default rates, forecast economic conditions and ECLs is a significant estimate. The amount of ECLs is sensitive to changes in circumstances and of forecast economic conditions. The Company’s historical credit loss expe¬ rience and forecast of economic conditions may also not be representative of customer’s actual default in the future.
Tax contingencies and provisions
Significant management judgement is required to determine the amounts of tax contingencies and pro¬ visions, including amount expected to be paid/recovered for uncertain tax positions and the amount of deferred tax assets that can be recognised, based upon the likely timing and the level of future taxable profits together with future tax planning strategies.
Impairment of non-financial assets including investments
Impairment exists when the carrying value of an asset or cash generating unit exceeds its recoverable amount, which is the 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 of the asset. The value in use calculation is based on a 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.
Leases
The Company determines the lease term as the non-cancellable term of the lease, together with any peri¬ ods covered by an option to extend the lease if it is reasonably certain to be exercised, or any periods cov¬ ered 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 whether or not to exercise the option to renew or terminate the lease. That is, 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.
The Company cannot readily determine the interest rate implicit in the lease, therefore, it uses its incre¬ mental borrowing rate (IBR) to measure lease liabilities. The IBR is the rate of interest that the Company would have to pay to borrow over a similar term, and with a similar security, the funds necessary to obtain an asset of a similar value to the right-of-use asset in a similar economic environment. The IBR therefore reflects what the Company ‘would have to pay’, which requires estimation when no observ¬ able rates are available. The Company estimates the IBR using observable inputs (such as market interest rates) when available and is required to make certain entity-specific estimates.
Defined benefit plan (gratuity)
The cost of the defined benefit plan and the present value of the obligation are determined using actuar¬ ial valuation. An actuarial valuation involves various assumptions that may differ from actual develop¬ ments in the future. These include the determination of the discount rate, expected return, 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 mor¬ tality 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.
Share-based payments
Estimating fair value for share-based payment transactions requires determination of the most appro¬ priate valuation model, which is dependent on the terms and conditions of the grant. This estimate also requires determination of the most appropriate inputs to the valuation model including the expected life of the share option, volatility and dividend yield and making assumptions about them. For cash-set¬ tled share-based payment transactions, the liability needs to be remeasured at the end of each reporting period up to the date of settlement, with any changes in fair value recognised in the statement of profit and loss. This requires a reassessment of the estimates used at the end of each reporting period.
Fair value measurement of financial instruments
When the fair values of financial assets and financial liabilities recorded in the standalone financial state¬ ments cannot be measured based on quoted prices in active markets, their fair value is measured using internal valuation techniques. The inputs to these models are taken from observable markets where possible, but where this is not feasible, a degree of judgement is required in establishing fair values. Judgements include considerations of inputs such as liquidity risk, credit risk and volatility. Changes in assumptions about these factors could affect the reported fair value of financial instruments.
2.3 Changes in accounting policies and disclosure - New and amended standards
The Company applied for the first-time certain standards and amendments, which are effective for annual periods beginning on or after April 1, 2025. The Company has not early adopted any standard, interpretation or amendment that has been issued but is not yet effective.
(a) Amendments to Ind AS 21 - Lack of exchangeability
The Ministry of Corporate Affairs (MCA) notified the Companies (Indian Accounting Standards) Amendment Rules, 2025, which amend Ind AS 21, The Effects of Changes in Foreign Exchange Rates to specify how an entity should assess whether a currency is exchangeable and how it should determine a spot exchange rate when exchangeability is lacking. The amendments also require disclosure of informa¬ tion that enables users of its financial statements to understand how the currency not being exchangeable into the other currency affects, or is expected to affect, the entity’s financial performance, financial posi¬ tion and cash flows.
When applying the amendments, an entity cannot restate comparative information. The amendments do not have any material impact on the Company’s standalone financial statements.
(b) Amendments to Ind AS 1 - Classification of Liabilities as Current or Non-current and Non-current Liabilities with Covenants
In August 2025, the MCA notified amendments to paragraphs 69 to 76 of Ind AS 1 to specify the require¬ ments for classifying liabilities as current or non-current. The amendments clarify:
• What is meant by a right to defer settlement
• That a right to defer must exist at the end of the reporting period
• That classification is unaffected by the likelihood that an entity will exercise its deferral right
• That only if an embedded derivative in a convertible liability is itself an equity instrument would the terms of a liability not impact its classification
In addition, a requirement has been introduced to require disclosure when a liability arising from a loan agreement is classified as non-current and the entity’s right to defer settlement is contingent on compli¬ ance with future covenants within twelve months. If there is a breach of a material covenant of a long term loan arrangement on or before the end of the reporting period, resulting in the liability becoming payable on demand as at the reporting date, and the lender agrees, after the reporting period but before the financial statements are approved for issue, not to demand repayment for at least twelve months as a consequence of the breach, this shall be treated as an adjusting event. Accordingly, the entity is not required to classify the liability as current.
The amendments have not resulted in any impact on the classification of the Company's liabilities and disclosures in the standalone financial statements.
(c) Amendments to Ind AS 7 and Ind AS 107 - Supplier Finance Arrangements
In August 2025, the MCA notified amendments to Ind AS 7 Statement of Cash Flows and Ind AS 107 Financial Instruments: Disclosures to clarify the characteristics of supplier finance arrangements and require addi¬ tional disclosure of such arrangements. The disclosure requirements in the amendments are intended to assist users of financial statements in understanding the effects of supplier finance arrangements on an entity’s liabilities, cash flows and exposure to liquidity risk.
The Company has not entered into any supplier finance arrangement and hence this amendment do not have any impact on the Company's standalone financial statements.
(d) International Tax Reform Pillar Two Model Rules - Amendments to Ind AS 12
In August 2025, the MCA notified amendments to Ind AS 12 Income Taxes in response to the OECD’s BEPS Pillar Two rules and include:
• A mandatory temporary exception to the recognition and disclosure of deferred taxes arising from the jurisdictional implementation of the Pillar Two model rules; and
• Disclosure requirements for affected entities to help users of the financial statements better under¬ stand an entity’s exposure to Pillar Two income taxes arising from that legislation, particularly before its effective date.
The mandatory temporary exception, the use of which is required to be disclosed, applies immediately. The remaining disclosure requirements apply for annual reporting periods beginning on or after April 1, 2025, but not for any interim periods ending on or before March 31, 2026. The amendments had no impact on the Company's standalone financial statements.
2.4 Standards notified but not yet effective
The new and amended standards that are notified by the Ministry of Corporate Affairs (MCA), but not yet effective, up to the date of issuance of the Company’s standalone financial statements are disclosed below. The Company will adopt these amendments to the standards, when they become effective.
Amendments to Ind AS 1 - Classification of Liabilities as Current or Non-current and Non-current Liabilities with Covenants
In accordance with Ind AS 1 currently applicable, breach of an immaterial covenant is ignored in deciding cur¬ rent vs. non-current classification of liabilities. Also, in case of breach of a material covenant of a non-current loan on or before the reporting date, the entity can obtain waiver from the lender after the reporting date and continue to classify the loan as non-current liability. In accordance with changes to Ind AS 1 already notified by the MCA, the above relaxations to classify loan as non-current liability will not be available from FY 2026-27 onward and need to be applied retrospectively. Consequently, a breach of either material or immaterial cov¬ enant will trigger current classification of liability and to continue classifying loan as non-current liability, entities will need to obtain waiver from the breach on or before the reporting date.
The Company is currently assessing the impact the amendments will have on its standalone financial statements.
4. Intangible assets (Contd..)
(a) On November 26, 2024, Amagi Corporation, USA (a subsidiary) acquired Argoid Analytics Inc., USA engaged in the business of customer insights and solutions for a purchase consideration of USD 4.55 million (equivalent to Rs. 384.71 million). As part of this acquisition, the Company acquired and recognised intellectual property of Rs. 65.20 million.
(b) For intangible assets existing as on April 1, 2021 i.e., its date of transition to Ind AS, the Company has used car¬ rying value as per Indian GAAP as the deemed cost.
(c) There are no intangible assets under development as at March 31, 2026 and March 31, 2025.
9. Deferred tax assets (net) (Contd..)
The Company has significant unabsorbed depreciation and carried forward losses and has also incurred tax losses for the year ended March 31, 2026. Considering uncertainty that sufficient taxable profits will be avail¬ able with the Company in the foreseeable future against which such deferred tax assets can be realised, no deferred tax assets have been recognised by the Company as at March 31, 2026 and March 31, 2025, in accor¬ dance with Ind AS 12.
(a) Includes (i) amount paid under protest Rs. 5.85 million (March 31, 2025: Nil) against Goods and Services Tax (GST) demands/notices and (ii) GST input tax credits and refund claim filed by the Company with the author¬ ities, which the management is confident of utilisation/refund in the near future and hence no provision is considered necessary at the year end.
(b) Includes IPO expense of Rs. Nil (March 31, 2025: Rs. 20.27 million) pertaining to the Company and the selling shareholders, of which the Company's share was adjusted with securities premium on issue of shares in accor¬ dance with requirement of section 52 of the Companies Act, 2013 and the selling shareholders share was reim¬ bursed to the Company by the selling shareholders.
(c) There are no advances to directors or officers of the Company or any of them either severally or jointly with any other person or advance to firm or private companies in which any director is a partner or a director or a member.
17A. Equity share capital (Contd..)
share 35 bonus shares were issued) to all equity shareholders with equity shares having nominal value of Rs. 5 each. The conversion ratio for convertible preference shares was changed for the effect of bonus issue.
(ii) During the year ended March 31, 2026, the Company, pursuant to a circular resolution dated July 15, 2025, converted 3,804 Series D1 Compulsorily Convertible Preference Shares of nominal value Rs. 100 each into equity shares of nominal value Rs. 5 each, in the conversion ratio of 1:72, in accordance with the terms of issue. The equity shares so issued rank pari passu with the existing Equity shares of the Company. Further, on November 21, 2025 the Board of Directors of the Company approved conversion of 12,430,901 (all out¬ standing) Compulsorily Convertible Preference Shares into 159,300,958 equity shares of the Company.
(iii) During the year ended March 31, 2026, the Company has completed its Initial Public Offering (IPO) of 49,546,221 equity shares of nominal value of Rs. 5 each at an issue price of Rs. 361 per share (including securities premium of Rs. 356 per share). The issue comprised of a fresh issue of 22,603,878 equity shares aggregating to Rs. 8,160.00 million and an offer for sale of 26,942,343 equity shares by selling shareholders aggregating to Rs. 9,726.19 million. The Company's equity shares were listed on BSE Limited (BSE) and National Stock Exchange of India Limited (NSE) on January 21, 2026.
(i) During the year ended March 31, 2026, the Board of Directors, at its meeting held on November 21, 2025, approved the conversion of all outstanding Compulsorily Convertible Preference Shares into equity shares, in accordance with the applicable conversion ratio (Refer Note 17B). The equity shares issued pur¬ suant to such conversion rank pari passu with the existing equity shares of the Company.
(ii) During the year ended March 31, 2025, on October 9, 2024 the Company issued bonus shares aggregating to 33,211,325 in accordance with section 63 of the Companies Act, 2013 in the ratio of 1:35 (for every 1 equity share 35 bonus shares were issued) to all equity shareholders with equity shares having nominal value of Rs. 5 each.
(d) Terms/rights attached to equity shares
The Company has only one class of equity shares having par value of Rs. 5 per share. The equity sharehold¬ ers are entitled to one vote per share. The Company declares and pays dividends in Indian rupees. The divi¬ dend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting. In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the Company after distribution of all preferential amounts, in proportion to their shareholding.
(e) Shares reserved for issue by the Company
(i) The equity shares held by the promoters were not entitled to transfer without the consent of the investors, except upto permitted liquidity (as defined as per Shareholder agreement dated October 19, 2022) and were permitted for sale or transfer to a third party not being a competitor upto 4 years from September 15, 2021. Also provided that the non-promoter shareholders had a right of first offer.
(ii) For shares reserved for issue under share based payment plan of the Company, refer Note 37.
(iii) For shares reserved for issue on conversion of preference shares, refer Note 17B.
In respect of preference shares (CCPS and OCPS), the holders, as per the shareholders’ agreement, had exit rights including the right to require the Company to buy back the shares held by them. Accordingly, upon transition to Ind AS on April 1, 2021, since the redemption feature was contingent upon events not within the control of the Company and could require the Company to deliver cash, which it could not unconditionally avoid, such prefer¬ ence shares were classified as a financial liability at a fair value of Rs. 5,572.29 million. Subsequently, in August 2021, pursuant to a new round of funding, the buy-back obligation ceased to exist. Accordingly, the fair value of the pref¬ erence share liability amounting to Rs. 10,980.70 million was reclassified from borrowings to equity instruments. Of this, Rs. 8,416.83 million (CCPS: Rs. 4,675.29 million and OCPS: Rs. 3,741.54 million) was classified as equity share capital, and the balance amount of Rs. 2,563.87 million, representing securities premium on the preference shares, was reclassified to other equity.
17B. Instrument entirely equity in nature (Contd..)
(ii) During the year ended March 31, 2026, the Company, vide circular resolution dated July 15, 2025 has con¬ verted 3,804 Series D1 Compulsorily Convertible Preference Shares of Rs. 100 into equity shares of Rs. 5 each in the ratio of 1:72, in accordance with their terms, each ranking pari passu with the existing equity shares of the Company. Further, the Board of Directors, at its meeting held on November 21, 2025, approved the conversion of 12,430,901 (all outstanding) Compulsorily Convertible Preference Shares into 159,300,958 equity shares, in accordance with the applicable conversion ratio. The equity shares issued pursuant to such conversion rank pari passu with the existing equity shares of the Company.
(b) Terms of conversion/redemption of CCPS
The CCPS carried preferential dividend of 0.0001% per annum which was cumulative and was payable in pref¬ erence to the equity shares of the Company. Further, the holders of CCPS were entitled to pro-rata participate in any dividend declaration on the equity shares on a fully diluted basis. The assets available for distribution pursuant to a liquidation event or deemed liquidation were to be distributed in the manner provided in the shareholder agreement dated October 19, 2022.
Each holder of CCPS was entitled to convert the CCPS into equity shares at any time at the option of the holder or subject to the compliance of applicable laws each CCPS were automatically convertible into equity share, in the manner provided to the shareholder agreement dated October 19, 2022 read with the amendment dated October 10, 2024, upon the earlier of (i) the expiry of 19 years and 11 months (20 years in case Series A1 Bonus CCPS, Series B1 Bonus CCPS, Series B Bonus CCPS, Series C Bonus 1 CCPS and Series D CCPS Bonus 1) from the allotment; or (ii) at the latest time permitted under law, when considering the listing of the equity shares pursuant to an IPO; or
(iii) any time prior to the expiry of the relevant CCPS Investment Period at the option of the holder of the CCPS.
The following equity shares were issued pursuant to conversion of CCPS determined as per the shareholders agreement as amended: For Class B CCPS (Type 1 CCPS), Class C CCPS (Type 2 CCPS), Series D1 CCPS, and Series A1 Bonus CCPS: 72:1 (72 equity shares for 1 CCPS);
For Class D CCPS (Type 3 CCPS): 69.99998:1 (69.99998 equity shares for 1 CCPS);
For Series E CCPS (Type 4 CCPS): 36.52520:1 (36.52520 equity shares for 1 CCPS);
For Series F CCPS: 36:1 (36 equity shares for 1 CCPS);
For Series A2 Bonus CCPS, Series B1 Bonus CCPS, Series C1 Bonus CCPS, Series C CCPS 1 Bonus CCPS, and Series D CCPS 1 Bonus CCPS: 17.94924:1 (17.94924 equity shares for 1 CCPS);
For Series B2 Bonus CCPS, Series B CCPS Bonus CCPS, Series C2 Bonus CCPS, Series C CCPS 2 Bonus CCPS and Series D CCPS 2 Bonus CCPS: 12.67632:1 (12.67632 equity shares for 1 CCPS);
For Series D2 CCPS: 1.944444:1 (1.944444 equity shares for 1 CCPS).
(c) Terms of conversion/redemption of OCPS
The OCPS carried preferential dividend rate of 0.0001% per annum which was cumulative and was payable in preference to equity shares of the Company. Further, the holders of the OCPS were entitled to pro-rata partici¬ pate in any dividend declaration on the equity shares on a fully diluted basis. The assets available for distribu¬ tion pursuant to a liquidation event or deemed liquidation were to be distributed in the manner provided in the shareholder agreement dated October 19, 2022.
Each holder of OCPS was entitled to convert the OCPS into equity shares at any time at the option of the holder of the OCPS or subject to the compliance of applicable laws each OCPS were automatically convertible into equity share, in the manner provided in the shareholder agreement, upon the earlier of (i) the expiry of 19 years and 11 months from the date of allotment; or (ii) at the latest time permitted under law, when consider¬ ing the listing of the equity shares pursuant to an IPO; or (iii) any time prior to the expiry of the relevant OCPS
Nature and purpose of other equity:
Securities premium: This is used to record the premium received on issue of equity and preference shares classified as equity. This reserve can be utilised only for limited purposes in accordance with the provisions of the Companies Act, 2013.
Share based payment reserve: This reserve is used to record the grant date fair value of equity-settled option issued to employees and others under stock option plans of the Company. The amounts recognised in this reserve are trans¬ ferred to securities premium when options are exercised.
18. Other equity (Contd..)
Capital redemption reserve: As per Companies Act, 2013, capital redemption reserve is created when the Company purchases its own shares out of free reserves or securities premium. A sum equal to the nominal value of the shares so purchased is transferred to capital redemption reserve. The reserve can be utilised in accordance with the pro¬ visions of section 69 of the Companies Act, 2013.
Retained earnings: Retained earnings are the profits/(loss) that the Company has earned/incurred till date less any transfer to general reserve, dividends or other distributions paid to shareholders. Retained earnings include re-measurements gains/(losses) on defined benefit liability plan, net of taxes that will not be reclassified to stand¬ alone statement of profit and loss.
Other reserve: This reserve includes (i) fair value of additional equity shares issuable to certain shareholders as per the terms of the shareholders agreement; and (ii) fair value of the salary voluntarily waived by certain promoters.
The lease liabilities primarily pertain to premises and furnitures rented for office purposes and the tenure of the leases varies from 1 to 7 years. The Company’s obligations under its leases are secured by the lessor’s title to the leased assets. There are certain lease contracts that include extension and termination options. The Company also has certain leases with lease term of twelve months or less and leases with low value. The Company applies the ‘short-term lease’ and ‘lease of low-value assets’ recognition exemptions for these leases. The changes in lease lia¬ bilities during the year are as below:
26. Revenue from operations (Contd..)
(f) Performance obligations and remaining performance obligations
The remaining performance obligation disclosure provides the aggregate amount of the transaction price yet to be recognized as at the end of the reporting period and an explanation as to when the Company expects to recognize these amounts in revenue. Applying the practical expedient as given in Ind AS 115, the Company has not disclosed the remaining performance obligation related disclosures for contracts that have original expected duration of one year or lesser.
(b) As per section 135 of the Companies Act 2013, a company having net worth of rupees five hundred crore or more or turnover of rupees one thousand crore or more or net profit of rupees five crore or more during imme¬ diately preceding financial year ("threshold"), needs to spend at least 2% of its average net profit for the imme¬ diately preceding three financial years on corporate social responsibility (CSR) activities. The Company had incurred losses in the preceding years and hence the requirement to spend on CSR as per the said section is not applicable to the Company.
*The amounts disclosed above includes variable salary of Rs. 46.34 million (March 31, 2025: Rs. 28.18 million) accrued on best estimate basis and does not include provisions made for IPO bonus and that for gratuity and compensated absences, as they are determined on an actuarial basis for the Company as a whole. Also refer Note 41 for financial instrument granted to shareholder who is wholetime director.
Key managerial personnel interest in the employee stock options
Equity settled share options are held by the key managerial personnel under the Employee stock option plans of the Company i.e. Employee Stock Option Plan (ESOP) IV (Phase I & Phase II) and 2023 ESOP V New Hire Grant. Refer Note 37 for details of the plan.
(d) Terms and conditions of transactions with related parties
The transaction with related parties are carried out in the normal course of business and are at arm's length. The outstanding balances are generally unsecured and are as per terms agreed with the related parties. There are no guarantees provided or received for any related party balances.
34. Segment reporting
The Company prepares its standalone financial statements along with the consolidated financial statements. In accordance with Ind AS 108 "Operating Segments" the Company has disclosed the segment information in the con¬ solidated financial statements.
(b) Commitments
(i) The contracts remaining to be executed on capital account (net of advances) and not provided for as at March 31, 2026 is Rs. 7.59 million (March 31, 2025: Rs. Nil).
(ii) The Company has committed to avail cloud infrastructure services for Rs. 21,700.06 million as at March 31, 2026 (March 31, 2025: Rs. 218.18 million).
36. Employee benefits plans
(a) Defined contribution plan
The Company makes provident fund contributions which is a defined contribution plan for qualifying employ¬ ees. Under the Scheme, the Company is required to contribute a specified percentage of the payroll costs to fund the benefits. The Company has recognised Rs. 90.92 million (March 31, 2025: Rs. 72.47 million) for prov¬ ident fund contributions in the statement of profit and loss. The contributions payable to the scheme by the Company are at rates specified in the rules of the scheme.
(b) Defined benefit plan
The Company has a defined benefit gratuity plan for its employees. Under this 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 com¬ pleted year of service. In case of fixed-term employees, gratuity is payable on a pro-rata basis upon completion of one year of service in accordance with applicable laws. The plan is not externally funded by the Company. The following tables summarize the components of net benefit expense recognised in the standalone statement of profit and loss and the funded status and amounts recognised in the standalone balance sheet:
36. Employee benefits plans (Contd..)
Sensitivity analysis of significant assumptions
The following table presents a sensitivity analysis to one of the relevant actuarial assumptions, holding other assumptions constant, showing how the defined benefit obligation would have been affected by changes in the relevant actuarial assumptions that were reasonably possible at the reporting date.
The weighted average duration of the defined benefit plan obligation at the end of the reporting period is 6 years (March 31, 2025: 7 years)
(c) Labour Codes
On November 21, 2025, the Government of India notified the Code on Wages, 2019, the Code on Social Security, 2020, the Industrial Relations Code, 2020 and the Occupational Safety, Health and Working Conditions Code, 2020 (collectively referred to as the “Labour Codes”). The Labour Codes consolidate various existing labour laws and introduce changes, including a harmonised definition of wages, which impacts the computation of employee benefit obligations such as gratuity and compensated absences.
Based on the information currently available and the guidance issued by the Institute of Chartered Accountants of India, the Company has evaluated the impact of these changes and recognised an incremental cost of Rs. 76.24 million (March 31, 2025: Nil) including gratuity of Rs. 43.45 million and compensated absences of Rs. 32.79 million as past service cost under employee benefits expense for the year ended March 31, 2026. The Company continues to monitor developments relating to the Labour Codes and will assess the impact, if any, on the mea¬ surement of employee benefit liabilities in future periods.
The carrying value of trade receivables, cash and cash equivalents, bank balances other than cash and cash equivalents, loans, other financial assets, trade payables, other financial liabilities approximates their fair value due to short-term maturities of these instruments.
(b) Fair value hierarchy
The Company categorises fair value measurements using a fair value hierarchy that is dependent on the valu¬ ation inputs used as follows:
Level 1 - Quoted (unadjusted) market prices in active markets for identical assets or liabilities
Level 2 - Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or indirectly observable
Level 3 - Valuation techniques for which the lowest level input that is significant to the fair value measurement is unobservable
The Company’s principal financial liabilities comprises lease liabilities, trade and other payables. The main pur¬ pose of these financial liabilities is to finance the Company’s operations. The Company’s principal financial assets include loans, cash and cash equivalents, investments, security deposits and trade and other receivables that derive directly from its operations.
The Company is exposed to market risk, credit risk and liquidity risk. The Company’s senior management oversees the management of these risks. The Company’s senior management ensures that the Company’s financial risk activ¬ ities are governed by appropriate policies and procedures and that financial risks are identified, measured and managed in accordance with the Company’s policies and risk objectives. The Board of Directors reviews and agrees policies for managing each of these risks, which are summarised below. There has been no change to the Company's exposure to the financial risks or the manner in which it manages and measures the risks.
(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, currency risk and price risk. Financial instruments affected by market risk includes investments, loans, trade receivables, trade payables and lease liabilities. The sensitivity analysis included below relate to the position as at year end.
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 does not have any borrowings, hence is not exposed to risk of change in interest rate.
Foreign currency risk
Foreign currency risk is the risk that the fair value of future cash flows of an exposure will fluctuate because of changes in foreign exchange rates. The operations of the Company are carried out mainly in India and USA. The Company exports services to foreign customers and reimburses certain expenses to subsidiary companies. Hence the Company is exposed to the currency risk arising from fluctuation of the foreign currency and Indian rupee exchange rates. The carrying amounts of the Company's foreign currency denominated monetary assets and monetary liabilities at the end of the reporting year are as follows, which are unhedged:
Price risk
The Company invests surplus funds in liquid mutual funds and bank deposits. The Company is exposed to market price risk arising from uncertainties about future values of the investment. The Company manages the equity price risk through investing surplus funds in liquid mutual funds on a short term basis. The table below summarises the impact of increase/(decrease) in the market prices of investment in mutual funds with other variables held constant:
(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. The Company is exposed to credit risk from its operating activities (pri¬ marily trade receivables) and from its investing activities (primarily cash and cash equivalents, bank balances other than cash and cash equivalents and investment in mutual funds).
The Company monitors the exposure to credit risk on an ongoing basis through ageing analysis and historical collection experience. The outstanding customer receivables are regularly monitored by the Chief Financial Officer. The maximum exposure to credit risk at the reporting date is the carrying value of each class of finan¬ cial assets. The Company does not hold collateral as security.
Trade receivables
The customer credit risk is managed by the Company subject to the Company's established policy, procedures and control relating to customer credit risk management. The outstanding customer receivables are regularly monitored. To manage this, the Company periodically assesses the financial reliability of customers, taking into account the financial condition, current economic trends, and analysis of historical bad debts and ageing of account receivable. The Company creates allowance for all trade receivables based on lifetime expected credit loss model (ECL). The maximum exposure to credit risk at the reporting date is the carrying value of trade receivables. The Company evaluates the concentration of risk with respect to trade receivables as low, as its customers are located in several jurisdictions and industries and operate in largely independent markets. The following table summarises the change in the loss allowance measured using ECL:
Other financial assets
Other financial assets includes security deposits and deposits with banks. Cash and cash equivalents and interest receivable are placed with reputable banks or financial institutions with high credit ratings and no history of default.
(c) Liquidity risk
Liquidity risk is the risk that the Company will encounter difficulty in meeting financial obligations due to shortage of funds. The Company's financing activities are managed centrally by maintaining an adequate level of cash and cash equivalents to finance the Company's operations. The Company has significant trade receiv¬ able balance which is expected to be recovered within twelve months.
40.Capital management
The Company objective when managing capital is to safeguard its ability to continue as a going concern and to maintain an optimal capital structure so as to maximize shareholder value. As at March 31, 2026 and March 31, 2025, the Company funding needs are met through issuance of equity shares, CCPS and OCPS and the Company does not have any debt. Consequent to the above capital structure, there are no externally imposed capital requirements. No changes were made in the objectives, policies or processes for managing capital during the years ended March 31, 2026 and March 31, 2025.
The Company has issued Bonus CCPS to all the shareholders of the Company. Subsequent to the issue, shareholders approved certain changes to the terms of these CCPS resulting in differential fixed conversion ratios. Basis such terms, certain shareholders of the Company were entitled for additional equity shares on such conversion by dilut¬ ing certain incoming investors and achievement of valuation related milestones. These Bonus CCPS are considered as financial instruments and fair value on the date of issuance is accounted at fair value through the statement of profit and loss. The fair value of these additional equity shares is arrived based on the independent valuation per¬ formed by registered valuer.
43. Other statutory information for the years ended March 31, 2026 and March 31, 2025
(i) The Company does not have any Benami property, where any proceeding has been initiated or pending against the Company for holding any Benami property under the Benami Transactions (Prohibition) Act, 1988 and rules made thereunder.
(ii) The Company does not have any transactions with companies struck off under section 248 of Companies Act, 2013 or section 560 of Companies Act, 1956.
(iii) The Company do not have any charges or satisfaction which is yet to be registered with the Registrar of Companies (ROC) beyond the statutory period.
(iv) The Company have not traded or invested in Crypto currency or Virtual Currency during the year.
(v) The Company have not advanced or loaned or invested funds to any other persons or entities, including for¬ eign entities (Intermediaries) with the understanding that the Intermediary shall (a) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company (Ultimate Beneficiaries) or (b) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.
(vi) The Company have not received any fund from any persons or entities, including foreign entities (Funding Party) with the understanding (whether recorded in writing or otherwise) that the Company shall (a) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (Ultimate Beneficiaries) or (b) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
(vii) 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).
(viii) The Company is in compliance with number of layers of companies, as prescribed under clause (87) of section 2 of the Act read with the Companies (Restriction on number of Layers) Rules, 2017.
(ix) The Company is not been declared wilful defaulter to any bank, financial institution or government authority.
44. Maintenance of Daily Backup of Books of Account
The Company uses five software / IT applications (Oracle Netsuite, Salesforce, SuccessFactors, Rydoo and Ampro) to maintain its books of account and other books and papers in electronic mode (“’’Electronic Records””). Rule 3 of the Companies (Accounts) Rules, 2014 (as amended) requires the companies incorporated in India to ensure that these Electronic Records are accessible in India at all times and the back-up of these Electronic Records are kept on servers physically located in India on a daily basis.
During the year ended March 31, 2026, for two software (Oracle Netsuite and SuccessFactors) back-up of Electronic Records were not maintained on servers physically located in India on a daily basis. The backup server for Oracle Netsuite was moved to India with effect from August 7, 2025. Management is in the process of evaluating these and initiating steps to ensure necessary compliance with the statute.
45. Maintenance of Audit Trail (Edit log)
As per Rule 3(1) of Companies (Accounts) Rules, 2014, every company which uses accounting software for main¬ taining its books of account, shall use only such accounting software which has a feature of recording audit trail of each and every transaction, creating an edit log of each change made in the books of account along with the date when such changes were made and ensuring that the audit trail cannot be disabled. Further, the audit trail has to be preserved as per the statutory requirements for record retention.
During the year ended March 31, 2026, the Company has used five software / IT applications (Oracle Netsuite, Salesforce, SuccessFactors, Rydoo and Ampro) for maintaining its books of account and other records, which have feature of recording audit trail (edit log) facility and the same has operated throughout the year for all relevant trans¬ actions recorded in these software except that, in the absence of relevant information in the Service Organisation Controls reports provided by the service providers, the Company has not been able to ascertain whether audit trail feature is enabled for certain changes made, if any, to database using privileged/administrative access rights for these software. There has been no instance of audit trail feature being tampered with in respect of aforesaid soft¬ ware, where the audit trail has been enabled. Additionally, except for a software (Salesforce) maintaining customer order and related records, the audit trail of prior years 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 years. Management is in the process of evaluating these matters and initiating steps to ensure necessary compliance with the statute.
The Company also uses spreadsheets to record transactions or for preparing workings/calculations of amounts to be recorded in respect of property, plant and equipment, intangible assets, employee share based payment, leases, etc. However, these spreadsheets do not provide direct and autofeed to accounting software. Accordingly, basis guidance under the Implementation Guide on Reporting on Audit Trail (Revised) issued by the Institute of Chartered Accountants of India, the management has taken a view that these spreadsheets are not part of books of account and do not attract audit trail requirement.
46. Transfer pricing
The Company has entered into international transactions with its associated enterprises within the meaning of sec¬ tion 92A of the Income Tax Act,1961. The Company is in the process of carrying out transfer pricing study, to comply with the requirements of the Income Tax Act, 1961 for the year ended March 31, 2026. The management is of the view that all these transactions have been made at arm’s length terms and hence the aforesaid legislation will not have any impact on these standalone financial statements.
47. Events after reporting date
The Company has assessed events occurring after the reporting period and concluded that there are no events subsequent to the reporting date that require disclosure or adjustment to these standalone financial statements.
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