Provisions are recognised when the Company has apresent obligation (legal or constructive) as a resultof a past event, it is probable that the Company willbe required to settle the obligation, and a reliableestimate can be made of the amount of the obligation.
The amount recognised as a provision is the bestestimate of the consideration required to settle thepresent obligation at the end of the reporting period,taking into account the risks and uncertaintiessurrounding the obligation. When a provision ismeasured using the cash flows estimated to settle thepresent obligation, its carrying amount is the presentvalue of those cash flows (when the effect of the timevalue of money is material).
When some or all of the economic benefits requiredto settle a provision are expected to be recoveredfrom a third party, a receivable is recognised as anasset if it is virtually certain that reimbursement willbe received and the amount of the receivable can bemeasured reliably.
Input tax credit is accounted for in the books in theperiod in which the underlying service received is
accounted and when there is reasonable certainty inavailing / utilising the credits. The Company reviewsthe input tax credit at each balance sheet date toassess the recoverability of these balances.
Based on the nature of products / activities of theCompany and the normal time between acquisition ofassets and their realisation in cash or cash equivalents,the Company has determined its operating cycle as 12months for the purpose of classification of its assetsand liabilities as current and non-current.
The preparation of the financial statements in conformitywith Ind AS requires the management to make estimates,judgments and assumptions. These estimates, judgmentsand assumptions affect the application of accountingpolicies and the reported amounts of assets and liabilities,the disclosures of contingent assets and liabilities at thedate of the financial statements and reported amounts ofrevenues and expenses during the period. The applicationof accounting policies that require critical accountingestimates involving complex and subjective judgmentsand the use of assumptions in these financial statementshave been disclosed in Note 2. Accounting estimates couldchange from period to period. Actual results could differfrom those estimates. Appropriate change in estimatesare made as management becomes aware of changesin circumstances surrounding the estimates. Changesin estimates are reflected in the financial statements inthe period in which changes are made and, it material,their effects are disclosed in the notes to the financialstatements.
The following are the critical judgements, apart from thoseinvolving estimations that the directors have made in theprocess of applying the Company's accounting policiesand that have the most significant effect on the amountsrecognised in the financial statements.
Contingent liabilities
Assessment of whether outflow embodying economicbenefits is probable, possible or remote. (See note 26)
The key assumptions concerning the future, and other keysources of estimation uncertainty at the reporting period,that may have a significant risk of causing a materialadjustment to the carrying amount of assets and liabilitieswithin the next financial year, are discussed below.
Deferred tax is provided using the balance sheetapproach on temporary differences between thetax base of assets and liabilities and their carryingamounts for financial reporting purposes at thereporting date. Deferred tax assets are recognisedfor all deductible temporary differences, the carryforward of unused tax credits and any unused taxlosses. Deferred tax assets are recognised to theextent that it is probable that taxable profit will beavailable against which the deductible temporarydifferences, and the carry forward of unused taxcredits and unused tax losses can be utilised. Thecarrying amount of deferred tax assets is reviewedat each reporting date and reduced to the extent thatit is no longer probable that sufficient taxable profitwill be available to allow all or part of the deferredtax asset to be utilised. Unrecognised deferred taxassets are re-assessed at each reporting date and arerecognised to the extent that it has become probablethat future taxable profits will allow the deferred taxasset to be recovered.
Defined employee benefit assets / liabilitiesdetermined based on the present value of futureobligations using assumptions determined by theCompany with advice from an independent qualifiedactuary.
The charge in respect of periodic depreciation isderived after determining an estimate of an asset'sexpected useful life and the expected residual valueat the end of its life. The useful lives and residualvalues of the Company's assets are determined bythe management at the time the asset is acquiredand reviewed periodically, including at each financialyear end. The lives are based on historical experiencewith similar assets as well as anticipation of futureevents, which may impact their life, such as changesin technology.
For expected useful life of asset refer point (iii) ofaccounting policy 2B.
The Ministry of Corporate Affairs has notified Companies(Indian Accounting Standards) Amendment Rules, 2023dated 31 March 2023 to amend the following Ind AS which
are effective for annual periods beginning on or after 1April 2023. The Company applied for the first-time theseamendments.
(i) Ind AS 117 Insurance Contracts
The Ministry of Corporate Affairs (MCA) notifiedthe Ind AS 117, Insurance Contracts, vide notificationdated 12 August 2024, under the Companies (IndianAccounting Standards) Amendment Rules, 2024,which is effective from annual reporting periodsbeginning on or after 1 April 2024.
Ind AS 117 Insurance Contracts is a comprehensivenew accounting standard for insurance contractscovering recognition and measurement, presentationand disclosure. Ind AS 117 replaces Ind AS 104Insurance Contracts. Ind AS 117 applies to all types ofinsurance contracts, regardless of the type of entitiesthat issue them as well as to certain guarantees andfinancial instruments with discretionary participationfeatures; a few scope exceptions will apply. Ind AS 117is based on a general model, supplemented by:
• A specific adaptation for contracts with directparticipation features (the variable fee approach)
• A simplified approach (the premium allocationapproach) mainly for short-duration contracts
The application of Ind AS 117 does not have materialimpact on the Company's separate financialstatements as the Company has not entered anycontracts in the nature of insurance contracts coveredunder Ind AS 117.
(ii) Amendments to Ind AS 116 Leases - Lease Liability ina Sale and Leaseback
The MCA notified the Companies (Indian AccountingStandards) Second Amendment Rules, 2024, whichamend Ind AS 116, Leases, with respect to LeaseLiability in a Sale and Leaseback.
The amendment specifies the requirements that aseller-lessee uses in measuring the lease liabilityarising in a sale and leaseback transaction, to ensurethe seller-lessee does not recognise any amountof the gain or loss that relates to the right of use itretains.
The amendment is effective for annual reportingperiods beginning on or after 1 April 2024 and mustbe applied retrospectively to sale and leasebacktransactions entered into after the date of initialapplication of Ind AS 116.
The amendments do not have a material impact onthe Company's financial statement
a. The liability of non fulfilment of export obligation is on account of non availability of original documents (photocopies areavailable). The company has however made the relevant exports. Since the documentation as required by the authoritieshas not yet been fully complied with. No further demand against these licenses have received by the Company.
b. Service tax demand of Rs. 139.58 lakhs raised during Service Tax Audit for the period FY 2011-12 to FY 2015-16 for provisionof Corporate Guarantee by the Company to Export Import Bank of India on behalf of its subsidiary Company. The matterhas been kept in abeyance, as an identical issue which is filed by the department is pending before Hon'ble Apex Court
# No provision considered necessary since the Company expects a favourable decisions.
The Company is primarily engaged in the business of growing and nurturing business investments and providing managementadvisory services to group companies in India. The Board of Directors of the Company, which has been identified as being theChief Operating Decision Maker (CODM), evaluates the Company's performance, allocates resources based on the analysisof the various performance indicators of the Company as a single unit. Therefore there is no reportable segment for theCompany, in accordance with the requirements of Ind AS 108- 'Operating Segment Reporting', notified under the Companies(Indian Accounting Standard) Rules, 2015, as amended.
(i) Defined contribution plans
The Company makes National Pension Scheme contributions which is defined contribution plan for qualifyingemployees. Under the schemes, the Company is required to contribute a specified percentage of the payroll costs tofund the benefits.
The Company has a defined benefit gratuity plan. Under Gratuity Plan, every employee who has completed fiveyears or more of service gets a gratuity on departure at 15 days of last drawn salary for each completed year ofservice or part thereof in excess of 6 months.
The gratuity plan is governed by the Payment of Gratuity Act, 1972. Under the act, employee who has completedfive years of service is entitled to specific benefit. The level of benefits provided depends on the member's lengthof service and salary at retirement age.
The present value of the defined benefit obligation and the related current service cost were measured using theProjected Unit Credit Method with actuarial valuations being carried out at each balance sheet date.
The gratuity plan typically exposes the Company to actuarial risks such as: interest rate risk, longevity risk andsalary risk.
Interest risk : A decrease in the bond interest rate will increase the plan liability.
Longevity risk: The present value of the defined benefit plan liability is calculated by reference to the best
estimate of the mortality of plan participants both during and after their employment. An increase in the lifeexpectancy of the plan participants will increase the plan's liability
Salary risk: The present value of the defined benefit plan liability is calculated by reference to the future salariesof plan participants. As such, an increase in the salary of the plan participants will increase the plan's liability.
No other post-retirement benefits are provided to these employees
In respect of the plan in India, the most recent actuarial valuation of the present value of the defined benefitobligation was carried out as at March 31, 2025 by Sodhi Tripathi Actuaries & Consultants LLP, ConsultingActuary, Fellow of the Institute of Actuaries of India. The present value of the defined benefit obligation, and therelated current service cost and past service cost, were measured using the projected unit credit method.
The sensitivity analysis presented above may not be representative of the actual change in the defined benefitobligation as it is unlikely that the change in assumptions would occur in isolation of one another as some of theassumptions may be correlated.
Furthermore, in presenting the above sensitivity analysis, the present value of the defined benefit obligation hasbeen calculated using the projected unit credit method at the end of the reporting period, which is the same asthat applied in calculating the defined benefit obligation liability recognised in the balance sheet.
(g) The average duration of the benefit obligation represents average duration for active members at March 31,2025: 8.00 years (as at March 31, 2024: 10.50 years).
The Company is contributing in a provident fund trust "Max Financial Services Limited Employees Provident TrustFund" which is a common fund for Max Group companies. The provident fund trust requires that interest shortfallshall be met by the employer, accordingly it has been considered as a defined benefit plan.
The interest rate payable to the members of the Trust shall not be lower than the statutory rate of interest declared bythe Central Government under the Employees' Provident Funds and Miscellaneous Provisions Act, 1952, and shortfall,if any, shall be made good by employer. The actuary has accordingly provided a valuation for "Max Financial ServicesLimited Employees Provident Trust Fund" which is a common fund for the Group.
The capital management objectives of the Company are:
- to ensure that the Company complies with externally imposed capital requirements and maintains strong creditability and healthy capital ratios
- to ensure the ability to continue as a going concern
- to provide an adequate return to shareholders
Management assesses the capital requirements of the Company in order to maintain an efficient overall financingstructure. The Company manages the capital structure and makes adjustments to it in the light of changes in economicconditions and the risk characteristics of the underlying assets.
The Company is exposed to market risk (including currency risk, interest rate risk and other price risk), credit risk andliquidity risk.
The objective of the Company's risk management framework is to manage the above risks and aims to :
- improve financial risk awareness and risk transparency
- identify, control and monitor key risks
- provide management with reliable information on the Company's risk exposure
- improve financial returns
Market risk is the risk that the fair value of financial instrument will fluctuate because of change in market price.
The Company's activities expose it primarily to interest rate risk, currency risk and other price risk such as equity pricerisk. The financial instruments affected by market risk includes : Fixed deposits, current investments and other currentfinancial liabilities.
Foreign exchange risk comprises of risk that may arise to the Company because of fluctuations in foreign currencyexchange rates. Fluctuations in foreign currency exchange rates may have an impact on the Statement of Profit andLoss. As at the year end, the Company was exposed to foreign exchange risk arising from foreign currency payables.
The Company is exposed to interest rate risk on fixed deposits outstanding as at the year end. The Company investsin fixed deposits to achieve the Company's goal of maintaining liquidity, carrying manageable risk and achievingsatisfactory returns.
The Company is exposed to price risks arising from fair valuation of Company's investment in mutual funds. Theinvestments in mutual fund are held for short term purposes.
Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial loss tothe Company. The Company's exposure to credit risk primarily arises from trade receivables, balances with banks andsecurity deposits. The credit risk on bank balances is limited because the counterparties are banks with good creditratings. The Company's exposure and credit worthiness of its counterparties are continuously monitored.
36. The Company did not have any long-term contracts including derivative contracts for which there were any materialforeseeable losses.
37. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund bythe Company.
38. The Company is primarily engaged in the business of growing and nurturing business investments in its subsidiary. Theinvestments (financial assets) and dividend income (financial income) on the same has resulted in financial income to be inexcess of 50% of its total income and its financial assets to be more than 50% of total assets. The management is of the viewsupported by legal opinion that the Company is an Unregistered Core Investment Company (Unregistered CIC) as laid downin the "Master Direction - Core Investment Companies (Reserve Bank) Directions, 2016", as amended. Hence, registrationunder Section 45-IA of the Reserve Bank of India Act, 1934 is not required.
Dues to Micro and Small Enterprises have been determined to the extent such parties have been identified on the basis ofinformation collected by the Management. This has been relied upon by the auditors.
41. The Board of Directors of the Company in its meeting held on April 27, 2020 approved entering into definitive agreements withAxis Bank for the sale of equity share capital of Max Life Insurance Company Limited ("MLIC"), a subsidiary of the Company,to Axis Bank, subject to receipt of shareholders' approval and other requisite regulatory approvals. The shareholders of theCompany approved the transaction on June 16, 2020.
On October 30, 2020, the Company, MLIC, Axis Bank and its subsidiaries (together "Axis Entities"), i.e. Axis Capital Limitedand Axis Securities Limited ("Axis Bank subsidiaries") entered into agreements for acquisition of upto 19.002% of the equity
share capital of MLIC ("Agreements"). Pursuant to receipt of all approvals, Axis Bank had acquired 9.002% of the equityshare capital of MLIC and Axis Bank subsidiaries acquired 3% of the share capital of MLIC as per Rule 11UA valuation of theIncome-tax Rules, 1962 upto March 31, 2022.
On January 9, 2023 the Company executed revised agreements with the parties in terms of which Axis Entities have theright to purchase the balance 7% equity stake of MLIC from the Company at Fair Market Value using Discounted Cash Flowsinstead of valuation as per Rule 11UA of the Income Tax Rules, 1962. This revision in valuation methodology has been doneconsequent to the guidance received by MLIC from IRDAI.
The Board of Directors of the Company in its meeting held on August 9, 2023 took note of MLIC's proposal to raise furthercapital by way of a preferential issue of equity shares to Axis Bank, for an aggregate investment of up to Rs. 1,612 crores inMLIC, at fair market value determined basis DCF methodology ("Proposed Infusion"). This revision from secondary saleof transfer of shares to primary issuance of MLIC shares to Axis Bank has been done consequent to the MLIC fundingrequirements.
In this regard, the shareholders of the Company approved the transaction on September 27, 2023. Max Life has receivedapproval from IRDAI vide its letter dated February 6, 2024 for the Proposed infusion. Axis Bank has received approval fromCompetition Commission of India (CCI) vide its letter dated April 2, 2024 for the Proposed infusion. Pursuant to receipt of allregulatory approvals, Axis Bank had subscribed to 6.02% of the equity share capital of MLIC on April 17, 2024. On completionof the Proposed Infusion, Axis Entities collectively hold 19.02% of the equity share capital of Max Life and the Company'sshareholding in Max Life stood reduced to 80.98% of the equity share capital of Max Life effective April 17, 2024.
In addition, the Axis Entities would have the right to purchase 0.98% of the equity share capital of MLIC from the Companywithin the timeframe which was earlier agreed between the parties (i.e., 42 months from April 6, 2021). Pending receiptof requisite regulatory approvals, the said transaction cannot be considered concluded at the current date and hence noadjustments have been made in the financial statements.
i) The title deeds of immovable properties (other than immovable properties where the Company is the lessee and the leaseagreements are duly executed in favour of the lessee) disclosed in the standalone financial statements are held in thename of the Company.
ii) The Company does not have any transactions with struck off Companies under section 248 or section 560 of CompaniesAct, 2013.
iii) The Company does not have any benami property, where any proceeding has been initiated or pending against theCompany for holding any benami property.
iv) The Company has not traded or invested in Crypto currency or Virtual Currency during the financial year.
v) The Company is not declared wilful defaulter any bank or financial institutions or lender during the year.
vi) The Company has not created any charges or satisfaction which is yet to be registered with ROC beyond the statutoryperiod.
vii) The Company does not have any such transaction which is not recorded in the books of accounts that has been surrenderedor disclosed as income during the year in the tax assessments under the Income Tax Act, 1961. (such as, search or surveyor any other relevant provisions of the Income Tax Act, 1961).
viii) The Company has not advanced or loaned or invested funds to any person(s) or entity(ies), including foreign 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 ofthe company (ultimate beneficiaries) or
b) provide any guarantee, security or the like to or on behalf of the ultimate beneficiaries
ix) The Company has not received any fund from any person(s) or entity(ies), including foreign entities (funding party) withthe 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 ofthe funding party (ultimate beneficiaries) or
b) provide any guarantee, security or the like on behalf of the ultimate beneficiaries.
Current Ratio (In times) - higher due to decrease in investment in mutual fundsTrade payable turnover ratio - lower due to decrease in other expenses
44. The Company has used accounting software for maintaining its books of account which has a feature of recording audittrail (edit log) facility and the same has operated throughout the year for all relevant transactions recorded in the software.Further, there are no instance of audit trail feature being tampered with. Additionally, the audit trail of prior year(s) has beenpreserved as per the statutory requirements for record retention.
46. The Company has not declared or paid any dividend during the current year and previous year and has not proposed dividendfor the current year.
47. During the year ended March 31, 2025, the Company, certain former & present directors and key managerial personnel andits Subsidiary (AMLI), have received a Show Cause Notice ('SCN') from Securities Exchange Board of India (SEBI) allegingnon-compliances of certain provisions of SEBI Act, Securities Contract Regulation Act, the erstwhile Listing Agreement, theListing Regulations and other applicable SEBI regulations during the financial year ended March 31, 2011 and March 31, 2022with respect to transactions pertaining to the shares of AMLI. Based on management assessment and independent legalopinion, the Company is of the view that it has complied with those relevant provisions of SEBI Act, Securities ContractRegulation Act, the erstwhile Listing Agreement, the Listing Regulations and other applicable SEBI Regulations. Further, theCompany has responded to the SCN on April 8, 2025. Accordingly, pending the foregoing, no impact is required to be givenin these standalone financial statements for the year ended March 31, 2025.
For S R Batliboi & Co LLP For and on behalf of the Board of Directors of
Chartered Accountants Max Financial Services Limited
Firm's Registration No. 301003E/E300005
per Pikashoo Mutha K. Narasimha Murthy Sahil Vachani
Partner (Director) (Director)
Membership No. 131658 DIN No:00023046 DIN No:00761695
Place : Hyderabad Place : New Delhi
V Krishnan Nishant Kumar
(Manager) (Chief Financial Officer)
Place : Noida Place : Noida
Piyush Soni
(Company Secretary)
M.No. - ACS-39924Place : Gurugram
Place : Mumbai
Date : May 13, 2025 Date : May 13, 2025