m) Provisions, Contingent liabilities and
Contingent assets

Provisions are recognized when the Company
recognizes that it has a present obligation as a
result of past events, it is more likely than not
that an outflow of resources will be required
to settle the obligation and the amount can be
reasonably estimated. Provisions are measured
at the present value of managements best
estimate of the expenditure required to
settle the present obligation at the end of the
reporting period. The discount rate used to
determine the present value is a pre-tax rate
that reflects current market assessments of the

time value of money and the risks specific to
the liability. The increase in the provision due
to passage of time is recognised as interest
expense.

Provision in respect of loss contingencies
relating to claims, litigation, assessment,
fines, penalties, etc. are recognised when it is
probable that a liability has been incurred and
the amount can be estimated reliably

A disclosure for a contingent liability is made
when there is a possible obligation or a present
obligation that may, but probably will not,
require an outflow of resources. When there
is a possible obligation or a present obligation
in respect of which the likelihood of outflow of
resources is remote, no provision or disclosure
is made.

Provisions are reviewed at each Balance
Sheet date and adjusted to reflect the current
best estimate. If it is no longer probable that
an outflow of resources would be required to
settle the obligation, the provision is reversed.

Contingent assets are not recognized in
financial statements.

n) Cash and Cash equivalents

Cash and cash equivalents comprise cash-in¬
hand and cash on deposits with banks and
financial institutions. The Company considers
all highly liquid investments with a remaining
maturity at the date of purchase of three months
or less and that are readily convertible to known
amount of cash to be cash equivalents.

o) Segment reporting

Operating segments are reported in a manner
consistent with the internal reporting provided
to the chief operating decision maker.

The Chief Executive officer assesses the
financial performance and position of the
Company, and makes strategic decisions. He is
identified as being the chief operating decision
maker for the Company. The Company has
only one business segment, which is trading
in garments and company generates revenue
majorly from Domestic sales along with
some export sales. Accordingly, the amounts
appearing in these financial statements relate
to this one business segment.

The accounting policies adopted for segment
reporting are in line with the accounting
policies of the Company. Segment assets
include all operating assets used by the
business segment and consist principally of
fixed assets, trade receivables and inventories.
Segment liabilities include operating liabilities
pertaining to the segment.

Segment revenue, segment results, segment
assets and segment liabilities include the
respective amounts identifiable to each
segment as also the amount allocable on a
reasonable basis.

Segment assets and liabilities that cannot be
allocated between the segments are shown
as part of unallocated assets and liabilities
respectively. Income and expenses relating to
the enterprise as a whole and not allocable on
a reasonable basis to business segment are
reflected as unallocated income and expense.

p) Events after the reporting date

Where events occurring after the Balance
Sheet date provide evidence of conditions that
existed as at the end of the reporting period,
the impact of such events is adjusted within the
standalone financial statements. Otherwise,
events after the Balance Sheet date of material
size or nature are only disclosed.

q) Ind AS 103 - Reference to Conceptual
Framework

The amendments specify that to qualify for
recognition as part of applying the acquisition
method, the identifiable assets acquired, and
liabilities assumed must meet the definitions
of assets and liabilities in the Conceptual
Framework for Financial Reporting under
Indian Accounting Standards (Conceptual
Framework) issued by the Institute of Chartered
Accountants of India at the acquisition date.
These changes do not significantly change
the requirements of Ind AS 103. The Company
does not expect the amendment to have any
significant impact in its financial statements.

r) Ind AS 16 - Proceeds before intended use

The amendments mainly prohibit an entity
from deducting from the cost of property, plant
and equipment amounts received from selling
items produced while the company is preparing
the asset for its intended use. Instead, an entity
will recognize such sales proceeds and related
cost in profit or loss. The Company does not
expect the amendments to have any impact
in its recognition of its property, plant and
equipment in its financial statements.

(1) Assets that are not financial assets excluding income tax assets (net) (such as receivables from statutory authorities,
export benefit receivables, prepaid expenses, advances paid and certain other receivables) amounting to ' 625.30 Lakhs
and ' 877.13 Lakhs as of 31 March 2024 and 31 March 2023 respectively, are not included.

(2) Liabilities that are not financial liabilities excluding income tax liabilities (net) (such as statutory dues payable, deferred
revenue, advances from customers and certain other accruals) amounting to ' 4.16 Lakhs and ' 56.12 Lakhs as of 31 March
2024 and 31 March 2023 respectively, are not included.

B. Financial risk management

The Company has exposure to the following risks arising from financial instruments:

• Credit risk

• Liquidity risk

• Market risk

• Interest rate risk

Risk management framework

The Company's board of directors has overall responsibility for the establishment and oversight of the Company's risk
management framework. The board of directors has established the Risk Management Committee, which is responsible for
developing and monitoring the Company's risk management policies. The committee reports regularly to the board of directors
on its activities

The Company's risk management policies are established to identify and analyse the risks faced by the Company, to set
appropriate risk limits and controls and to monitor risks and adherence to limits. Risk management policies and systems are
reviewed regularly to reflect changes in market conditions and the Company's activities. The Company, through its training
and management standards and procedures, aims to maintain a disciplined and constructive control environment in which all
employees understand their roles and obligations.

The audit committee oversees how management monitors compliance with the company's risk management policies and
procedures, and reviews the adequacy of the risk management framework in relation to the risks faced by the Company. The
audit committee is assisted in its oversight role by internal audit. Internal audit undertakes both regular and ad hoc reviews of
risk management controls and procedures, the results of which are reported to the audit committee.

28 Financial instruments - Fair values and risk management (Continued)

B. Financial risk management (Continued)

i. Credit risk

Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet
its contractual obligations, and arises principally from the Company's receivables from customers.

The carrying amount of following financial assets represents the maximum credit exposure:

Trade receivables

The Company's exposure to credit risk is influenced mainly by the individual characteristics of each customer.

However, management also considers the factors that may influence the credit risk of its customer base, including the
default risk of the industry and country in which customers operate.

The Risk Management Committee has established a credit policy under which each new customer is analysed
individually for creditworthiness before the Company's standard payment and delivery terms and conditions are offered.
The Company's review includes external ratings, if they are available, and in some cases bank references. Sale limits are
established for each customer and reviewed quarterly. Any sales exceeding those limits require approval from the Risk
Management Committee.

Goods are sold subject to retention of title clauses, so that in the event of non-payment the Company may have a secured
claim. The Company does not otherwise require collateral in respect of trade and other receivables

B. Financial risk management (Continued)

Management believes that the unimpaired amounts that are past due by more than 30 days are still collectible in full, based on
historical payment behaviour and extensive analysis of customer credit risk, including underlying customers' credit ratings, if
they are available.

As at 31 March 2024, the carrying amount of the Company's most significant single customer was Rs. 82.43 Lakhs (31 March
2023: Rs 82.43 lakhs).

Cash and cash equivalents

The Company held cash and cash equivalents of Rs. 135.49 Lakhs as at 31 March 2024 (31 March 2023: Rs.234.65 Lakhs). The
cash and cash equivalents are held with banks and financial institution which have good credit ratings.

Security deposits given to lessors

The Company has given security deposit to lessors of Rs. 0.00 Lakhs as at 31 March 2024 (31 March 2023: Rs. 888.54 Lakhs) for
premises leased to the Company. The credit worthiness of such lessors is considered to be good.

Note: The Company has realised security deposit from lessors Rs. 888.55 Lakhs, except Rs. 68.54 Lakhs which is due from Mr.
Priyavrat Mandhana, a Non -Executive Director. Mr. Priyavrat Mandhana has submitted a cheque of Rs 68.54 Lakhs, bearing
cheque number 000491 dated 30^th March, 2024, in favour of the Heads UP Ventures Limited. However, the aforementioned
cheque has not been deposited/encashed by the company, following a specific request from Mr. Priyavrat Mandhana to do so
by 15^th May, 2024.

ii. Liquidity risk

Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial
liabilities that are settled by delivering cash or another financial asset. The Company's approach to managing liquidity is
to ensure, as far as possible, that it will have sufficient liquidity to meet its liabilities when they are due, under both normal
and stressed conditions, without incurring unacceptable losses or risking damage to the Company's reputation.

Exposure to liquidity risk

The following are the remaining contractual maturities of financial liabilities at the reporting date. The amounts are gross
and undiscounted:

B. Financial risk management (Continued)

iii. Market risk

Market risk is the risk that changes in market prices - such as foreign exchange rates, interest rates and equity prices
- will affect the Company's income or the value of its holdings of financial instruments. Market risk is attributable to
all market risk sensitive financial instruments including foreign currency receivables and payables and long term debt.
The Company is exposed to market risk primarily related to foreign exchange rate risk and interest rate risk. Thus, our
exposure to market risk is a function of borrowing activities and revenue generating and operating activities in foreign
currency. The objective of market risk management is to avoid excessive exposure in foreign currency revenues and costs.

Currency risk

The Company is exposed to currency risk on account of its trade receivables and trade payables in foreign currency.
The functional currency of the Company is Rs. The Company does not use any forward exchange contracts to hedge its
currency risk.

Exposure to currency risk

The currency profile of financial assets and financial liabilities in Rupee terms as at 31 March 2024 and 31^st Mar 2023 are
as below:

' in I akhs

Capital management

Equity share capital and other equity are considered for the purpose of Company's capital management. The Company's policy is to
maintain a strong capital base so as to maintain investor, creditor and market confidence and to sustain future development of the
business. Management monitors the return on capital as well as the level of dividends to ordinary shareholders'

The board of directors seeks to maintain a balance between the higher returns that might be possible with higher levels of borrowings
and the advantages and security afforded by a sound capital position.

The Company monitors capital using a ratio of 'adjusted net debt' to ' total equity' For this purpose, adjusted net debt is defined as total
liabilities, comprising interest-bearing loans and borrowings less cash and cash equivalents.

29 Employee benefits

(i) Defined contribution plan:

The Company makes contributions, determined as a specific percentage of employee salaries, in respect of qualifying employees
towards provident fund and employees state insurance, which is a defined contribution plan. The Company has no obligations
other than to make the specified contributions. The contributions are charged to the statement of profit and loss as they accrue.
The amount recognised as an expense towards contribution to provident fund and employees state insurance for the year
aggregated to ' 11.97 Lakhs (31 March 2023: ' 17.86 Lakhs)

The contributions payable to these plans by the Company are at rates specified in the rules of the schemes.

(ii) Defined benefit plan:

A) The Company has a defined benefit gratuity plan. The plan provides for payment as under:

i) On normal retirement / early retirement / withdrawal / resignation:

As per the provisions of the Payment of Gratuity Act, 1972 with vesting period of 5 years of service.

ii) On death in service:

As per the provisions of the Payment of Gratuity Act, 1972 without any vesting period.

Actuarial valuation of the defined benefit obligation for gratuity are carried out on a yearly basis, the most recent
valuation being carried out as on 31 March 2024. The present value of the defined benefit obligations and the related
current service cost and past service cost, are measured using the projected unit credit method (PUCM).

Based on the actuarial valuation obtained in this respect, the following table sets out the status of the gratuity plan
and the amounts recognised in the Company's financial statements as at the balance sheet date:

D. Characteristics of defined benefit plans and risks associated with them:

Valuations of defined benefit plan are performed on certain basic set of pre-determined assumptions and other regulatory
framework which may vary over time. Thus, the Company is exposed to various risks in providing the above benefit plans which
are as follows:

a. Interest rate risk: The plan exposes the Company to the risk of fall in interest rates. A fall in interest rates will result in an
increase in the ultimate cost of providing the above benefit and will thus result in an increase in the value of the liability (i.e.
value of defined benefit obligation).

b. Salary escalation risk: The present value of the defined benefit plan is calculated with the assumption of salary increase
rate of plan participants in future. Deviation in the rate of increase of salary in future for plan participants from the rate of
increase in salary used to determine the present value of obligation will have a bearing on the plan's liability.

c. Demographic risk: The Company has used certain mortality and attrition assumptions in valuation of the liability. The
Company is exposed to the risk of actual experience turning out to be worse compared to the assumption.

Notes:

1. The discount rate is based on the prevailing market yields on Indian Government securities as at the balance sheet date for the
estimated term of the obligations.

2. The estimates of future salary increase considered in actuarial valuation take account of inflation, seniority, promotion, and other
relevant factors such as supply and demand in employment market.

3. The Company does not have a carry forward or an encashment policy for compensated absences and hence no liability has been
accrued in the financial statements.

37 The Company's license arrangement with Being Human - The Salman Khan Foundation ('the Foundation'), which was the core asset of
the Company, which has been terminated in the financial year 2019-20. The Company has revisited its business strategy to address these
uncertainty caused due to change in business model. The discontinuation of the license agreement with the Foundation has coincided
the Company had resumed business development activities in line with its proposed business plans prepared by the management and
board of directors of the company. however, uncertainties still do exist considering current market scenario and development of new
brand without brand Ambassador, regarding Company's ability to continue as a 'going concern'

In the Current year company has acquired and registered brand "HUP" and "Device of Turtle" and developed its new range of products and
made some progress in that direction. After commercial launch of the products and based on future business operations of the Company
has certainty, that future cash flows and projected growth plans are critically dependent upon the materialization of viability of this event.

The Management and Board of directors has not shown any intention to liquidate the Company and in fact from the financial year
starting from April - 2023 Company has started selling the inventories designed and manufactured. Accordingly, the financial results
continue to be prepared on going concern basis which contemplates realization of assets and settlement of liabilities in the normal
course of business and continuation of operations of the company under the brand.

38 ' 347.33 Lakhs is outstanding from Texwiz Private Limited since more than 2 years. The company is in the process of recovering the said
amount from the parties.

39 The Company has received the security deposit from its promoters/directors of Rs. 888.55 Lakhs, except Rs. 68.54 Lakhs which is due
from Mr. Priyavrat Mandhana, a Non -Executive Director. Mr. Priyavrat Mandhana has submitted a cheque of Rs 68.54 Lakhs, bearing
cheque number 000491 dated 30^th March, 2024, in favour of the Heads UP Ventures Limited. However, the aforementioned cheque has
not been deposited/encashed by the company, following a specific request from Mr. Priyavrat Mandhana to do so by 15^th May, 2024.

40 Other financial liabilities include a sum of Rs. 210.82 lakhs (previous year Rs. 210.74 lakhs ) payable to a party which is under reconciliation
and subject to balance confirmation.

41 No funds have been advanced / loaned / invested (from borrowed funds or from share premium or from any other sources / kind of
funds) by the Company to any other person(s) or entity(ies), including foreign entities (Intermediaries), with the understanding (whether
recorded in writing or otherwise) that the Intermediary shall (i) 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 (ii) provide any guarantee, security or the like to
or on behalf of the Ultimate Beneficiaries.

No funds have been received by the Company from any person(s) or entity(ies), including foreign entities (Funding Parties), with the
understanding (whether recorded in writing or otherwise) that the Company shall (i) 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 (ii) provide any guarantee,
security or the like on behalf of the Ultimate Beneficiaries.

42 Other Disclosure in compliance with Sechdule - III of the Companies Act, 2013

(i) There has been no transaction by or behalf of the company with the struck off companies.

(ii) There is no immovable property for which title deeds are not held by the Company.

(iii) The Company does not have any Benami property, where any proceeding has been initiated or pending against the Company for
holding any Benami property.

(iv) The Company is not traded or invested in crypto currency or virtual currency during the financial year.

(v) The Company is not declared willful defaulter by any bank or financials institution or lender during the year.

(vi) The Company does not have any charges which is yet to be registered with ROC beyond the statutory period.

(vii) The Company is complaint with clause (87) of Section 2 of the Act read with (Restriction on numer of Layers) Rules, 2017.

43 There are no long-term contracts (including derivative contract) that are outstanding at the year end.

44 Previous year figures have been regrouped / rearranged to confirm current year's classification / disclosure.

As per our report of even date attached

For Ram Agarwal & Associates For and on behalf of the Board of Directors of

Chartered Accountants Heads UP Ventures Limited

Firm's Registration No: 140954W (Formerly known as The Mandhana Retail Ventures Limited)

Rammahesh Agarwal Hansraj Rathor Priyavrat Mandhana

Partner Managing Director Director

Membership No: 110146 DIN: 07567833 DIN: 02446722

UDIN:24110146BKGUWD8507

Vishal Parikh Aishwarya Gupta

Chief Financial Officer Company Secretary

Membership No: 132586 Membership No: A55120

Mumbai Mumbai

9 May 2024 9 May 2024