Provisions
Provisions are recognised when the Company has a presentobligation (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 obligationand a reliable estimate can be made of the amount ofthe obligation. When the Company expects some or allof a provision to be reimbursed, for example, under aninsurance contract, the reimbursement is recognised asa separate asset, but only when the reimbursement isvirtually certain. The expense relating to a provision ispresented in the statement of profit and loss net of anyreimbursement.
If the effect of the time value of money is material,provisions are discounted using a current pre-tax rate thatreflects, when appropriate, the risks specific to the liability.When discounting is used, the increase in the provisiondue to the passage of time is recognised as a finance cost.
Decommissioning liability
The Company records a provision for decommissioningcosts associated with the premises taken on lease.Decommissioning costs are provided at the present valueof expected costs to settle the obligation using estimatedcash flows and are recognised as part of the cost ofthe particular asset. The cash flows are discounted at acurrent pre-tax rate that reflects the risks specific to thedecommissioning liability. The unwinding of the discountis expensed as incurred and recognised in the statementof profit and loss as a finance cost. The estimated futurecosts of decommissio B45ning are reviewed annuallyand adjusted as appropriate. Changes in the estimatedfuture costs or in the discount rate applied are added to ordeducted from the cost of the asset.
Contingent liabilities
Contingent liability is:
(a) a possible obligation arising from past events andwhose existence will be confirmed only by theoccurrence or non-occurrence of one or moreuncertain future events not wholly within the controlof the entity or
(b) a present obligation that arises from past events butis not recognized because;
- it is not probable that an outflow of resourcesembodying economic benefits will be requiredto settle the obligation, or
- the amount of the obligation cannot bemeasured with sufficient reliability.
The Company does not recognize a contingent liabilitybut discloses its existence and other required disclosuresin notes to the financial statements, unless the possibilityof any outflow in settlement is remote.
Provisions, contingent liabilities and contingent assets arereviewed at each Balance Sheet date.
A financial instrument is any contract that gives rise toa financial asset of one entity and a financial liability orequity instrument of another entity.
Initial recognition and measurement
Financial assets are classified, at initial recognition, andsubsequently measured at amortised cost, fair valuethrough other comprehensive income (OCI), and fair valuethrough profit or loss.
The classification of financial assets at initial recognitiondepends on the financial asset's contractual cash flowcharacteristics and the Company's business model formanaging them. With the exception of trade receivablesthat do not contain a significant financing component orfor which the Company has applied the practical expedient,the Company initially measures a financial asset at its fairvalue plus, in the case of a financial asset not at fair valuethrough profit or loss, transaction costs. Trade receivablesthat do not contain a significant financing component orfor which the Company has applied the practical expedientare measured at the transaction price determined underInd AS 115. Refer to the accounting policies in section (g)Revenue from contracts with customers.
In order for a financial asset to be classified and measuredat amortised cost or fair value through OCI, it needs to giverise to cash flows that are 'solely payments of principal andinterest (SPPI)' on the principal amount outstanding. Thisassessment is referred to as the SPPI test and is performedat an instrument level. Financial assets with cash flowsthat are not SPPI are classified and measured at fair valuethrough profit or loss, irrespective of the business model.
The Company's business model for managing financialassets refers to how it manages its financial assets in orderto generate cash flows. The business model determineswhether cash flows will result from collecting contractualcash flows, selling the financial assets, or both. Financialassets classified and measured at amortised cost areheld within a business model with the objective to holdfinancial assets in order to collect contractual cash flowswhile financial assets classified and measured at fair valuethrough OCI are held within a business model with theobjective of both holding to collect contractual cash flowsand selling.
For purposes of subsequent measurement, financial assetsare classified in four categories:
i. Financial assets at amortised cost (debt instruments)
ii. Financial assets at fair value through othercomprehensive income (FVTOCI) with recycling ofcumulative gains and losses (debt instruments)
iii. Financial assets designated at fair value through OCIwith no recycling of cumulative gains and lossesupon derecognition (equity instruments)
iv Financial assets at fair value through profit or loss
A 'financial asset' is measured at the amortised cost if
both the following conditions are met:
a) The asset is held within a business model whoseobjective is to hold assets for collecting contractualcash flows, and
b) Contractual terms of the asset give rise on specifieddates to cash flows that are solely payments ofprincipal and interest (SPPI) on the principal amountoutstanding.
This category is the most relevant to the Company.After initial measurement, such financial assets aresubsequently measured at amortised cost using theeffective interest rate (EIR) method and are subject toimpairment as per the accounting policy applicableto 'Impairment of financial assets.' Amortised costis calculated by taking into account any discount orpremium on acquisition and fees or costs that arean integral part of the EIR. The EIR amortisation isincluded in other income in the profit or loss. Thelosses arising from impairment are recognised inthe profit or loss. The Company's financial assetsat amortised cost includes trade receivables, andloan to an associate and loan to a director includedunder other non-current financial assets. For moreinformation on financial assets, refer note 6 and forreceivables, refer note 10.
A 'financial asset' is classified as at the FVTOCI ifboth of the following criteria are met:
a) The objective of the business model is achievedboth by collecting contractual cash flows andselling the financial assets, and
b) The asset's contractual cash flows representSPPI.
Debt instruments included within the FVTOCIcategory are measured initially as well as at each
reporting date at fair value. For debt instruments,at fair value through OCI, interest income, foreignexchange revaluation and impairment losses orreversals are recognised in the profit or loss andcomputed in the same manner as for financial assetsmeasured at amortised cost. The remaining fair valuechanges are recognised in OCI. Upon derecognition,the cumulative fair value changes recognised in OCIis reclassified from the equity to profit or loss.
The Company's debt instruments at fair value throughOCI includes investments in quoted debt instrumentsincluded under other non-current financial assets.
Upon initial recognition, the Company can elect toclassify irrevocably its equity investments as equityinstruments designated at fair value through OCIwhen they meet the definition of equity under IndAS 32 Financial Instruments: Presentation for theissuer and are not held for trading. The classificationis determined on an instrument-by-instrument basis.Equity investment which are held for trading andcontingent consideration recognised by an acquirerin a business combination to which Ind AS 103applies are classified as at FVTPL.
Gains and losses on these financial assets are neverrecycled to profit or loss. Dividends are recognised asother income in the statement of profit and loss whenthe right of payment has been established, exceptwhen the Company benefits from such proceeds asa recovery of part of the cost of the financial asset,in which case, such gains are recorded in OCI. Equityinstruments designated at fair value through OCI arenot subject to impairment assessment.
iv. Financial assets at fair value through profit or loss
Financial assets in this category are those that areheld for trading and have been either designatedby management upon initial recognition or aremandatorily required to be measured at fair valueunder Ind AS 109 i.e. they do not meet the criteriafor classification as measured at amortised cost orFVOCI. Management only designates an instrumentat FVTPL upon initial recognition, if the designationeliminates, or significantly reduces, the inconsistenttreatment that would otherwise arise from measuringthe assets or liabilities or recognising gains or losseson them on a different basis. Such designation isdetermined on an instrument-by-instrument basis.For the Company, this category includes derivative
instruments and listed equity investments whichthe Company had not irrevocably elected to classifyat fair value through OCI. The Company has notdesignated any financial assets at FVTPL.
Financial assets at fair value through profit or lossare carried in the balance sheet at fair value with netchanges in fair value recognised in the statement ofprofit and loss.
Interest earned on instruments designated at FVTPLis accrued in interest income, using the EIR, takinginto account any discount/ premium and qualifyingtransaction costs being an integral part of instrument.Interest earned on assets mandatorily required to bemeasured at FVTPL is recorded using the contractualinterest rate. Dividend income on listed equityinvestments are recognised in the statement of profitand loss as other income when the right of paymenthas been established.
De-recognition of financial assets
A financial asset (or, where applicable, a part of afinancial asset) is primarily derecognised (i.e. removedfrom the Company's balance sheet) when:
a. The rights to receive cash flows from the assethave expired, or
b. The Company has transferred its rights to receivecash flows from the asset or has assumed anobligation to pay the received cash flows in fullwithout material delay to a third party undera 'pass-through' arrangement; and either (i)the Company has transferred substantially allthe risks and rewards of the asset, or (ii) theCompany has neither transferred nor retainedsubstantially all the risks and rewards of theasset, but has transferred control of the asset.
When the Company has transferred its rights toreceive cash flows from an asset or has entered intoa pass-through arrangement, it evaluates if and towhat extent it has retained the risks and rewardsof ownership. When it has neither transferred norretained substantially all of the risks and rewards ofthe asset, nor transferred control of the asset, theCompany continues to recognise the transferredasset to the extent of the Company's continuinginvolvement. In that case, the Company alsorecognises an associated liability. The transferredasset and the associated liability are measured on abasis that reflects the rights and obligations that theCompany has retained.
Continuing involvement that takes the form of a
guarantee over the transferred asset is measured atthe lower of the original carrying amount of the assetand the maximum amount of consideration that theCompany could be required to repay.
Financial liabilities are classified, at initial recognition,as financial liabilities at fair value through profit orloss, loans and borrowings, payables, or as derivativesdesignated as hedging instruments in an effectivehedge, as appropriate.
All financial liabilities are recognised initially at fairvalue and, in the case of loans and borrowings andpayables, net of directly attributable transactioncosts.
The Company's financial liabilities include trade andother payables, loans and borrowings includingbank overdrafts, financial guarantee contracts andderivative financial instruments.
Subsequent measurement
For purposes of subsequent measurement, financialliabilities are classified in two categories:
• Financial liabilities at fair value through profit orloss
• Financial liabilities at amortised cost (loans andborrowings)
Financial liabilities at fair value through profit or loss
Financial liabilities at fair value through profit orloss include financial liabilities held for trading andfinancial liabilities designated upon initial recognitionas at fair value through profit or loss.
Financial liabilities are classified as held for trading ifthey are incurred for the purpose of repurchasing inthe near term. This category also includes derivativefinancial instruments entered into by the Companythat are not designated as hedging instrumentsin hedge relationships as defined by Ind AS 109.Separated embedded derivatives are also classifiedas held for trading unless they are designated aseffective hedging instruments.
Gains or losses on liabilities held for trading arerecognised in the profit or loss.
Financial liabilities are designated upon initialrecognition as at fair value through profit or lossonly if the criteria in Ind AS 109 are satisfied. For
liabilities designated as FVTPL, fair value gains/losses attributable to changes in own credit riskare recognized in OCI. These gains/ losses are notsubsequently transferred to P&L. However, theCompany may transfer the cumulative gain or losswithin equity. All other changes in fair value of suchliability are recognised in the statement of profit andloss. The Company has not designated any financialliability as at fair value through profit or loss.
Financial liabilities at amortised cost (Loans andborrowings)
This is the category most relevant to the Company.After initial recognition, interest-bearing loans andborrowings are subsequently measured at amortisedcost using the EIR method. Gains and losses arerecognised in profit or loss when the liabilities arederecognised as well as through the EIR amortisationprocess.
Amortised cost is calculated by taking into accountany discount or premium on acquisition and feesor cost that are an integral part of the EIR. TheEIR amortisation is included as finance costs in theStatement of Profit and Loss.
Derecognition of financial liabilities
A financial liability is derecognised when the obligationunder the liability is discharged or cancelled orexpires. When an existing financial liability is replacedby another from the same lender on substantiallydifferent terms, or the terms of an existing liabilityare substantially modified, such an exchange ormodification is treated as the derecognition of theoriginal liability and the recognition of a new liability.The difference in the respective carrying amounts isrecognised in the Statement of Profit and Loss.
Offsetting of financial instruments
Financial assets and financial liabilities are offset andthe net amount is reported in the balance sheet ifthere is a currently enforceable legal right to offsetthe recognised amounts and there is an intention tosettle on a net basis, to realise the assets and settlethe liabilities simultaneously.
Initial recognition and subsequent measurement
The Company uses derivative financial instruments,such as forward currency contracts to hedge itsforeign currency risks arising from highly probablefuture forecasted sales. This derivative financial
instrument are designated in a cash flow hedgerelationship. Such derivative financial instrumentsare initially recognised at fair value on the date onwhich a derivative contract is entered into and aresubsequently re-measured at fair value. Derivativesare carried as financial assets when the fair value ispositive and as financial liabilities when the fair valueis negative.
At the inception of a hedge relationship, theCompany formally designates and documents thehedge relationship to which the Company wishes toapply hedge accounting and the risk managementobjective and strategy for undertaking the hedge.The documentation includes the Company's riskmanagement objective and strategy for undertakinghedge, the hedging/ economic relationship, thehedged item or transaction, the nature of the riskbeing hedged, hedge ratio and how the entity willassess the effectiveness of changes in the hedginginstrument's fair value in offsetting the exposureto changes in the hedged item's fair value or cashflows attributable to the hedged risk. Such hedgesare expected to be highly effective in achievingoffsetting changes in cash flows and are assessedon an ongoing basis to determine that they actuallyhave been highly effective throughout the financialreporting periods for which they were designated.
The effective portion of the gain or loss on thehedging instrument is recognised in OCI in the cashflow hedge reserve, while any ineffective portion isrecognised immediately in the Statement of Profitand Loss.
Any gains or losses arising from changes in the fairvalue of derivatives are taken directly to profit or loss,except for the effective portion of cash flow hedges,which is recognised in OCI and later reclassified toprofit or loss when the hedge item affects profit orloss and is reclassified to underlying hedged item.
In accordance with Ind AS 109 Financial Instruments,the Company applies expected credit loss (ECL) modelfor measurement and recognition of impairment loss forfinancial assets.
The Company tracks credit risk and changes thereon foreach customer. For recognition of impairment loss onother financial assets and risk exposure, the Companydetermines that whether there has been a significantincrease in the credit risk since initial recognition. Ifcredit risk has not increased significantly, 12-month ECLis used to provide for impairment loss. However, if credit
risk has increased significantly, life time ECL is used. Ifin a subsequent period, credit quality of the instrumentimproves such that there is no longer a significant increasein risk since initial recognition, then the entity revertsto recognising impairment loss allowance based on12-month ECL.
ECL is the difference between all contractual cash flowsthat are due to the Company in accordance with thecontract and all the cash flows that the entity expects toreceive (i.e., all cash shortfalls), discounted at the originalEIR. When estimating the cash flows, an entity is requiredto consider:
- All contractual terms of the financial instrumentover the expected life of the financial instrument.However, in rare cases when the expected life of thefinancial instrument cannot be estimated reliably,then the entity is required to use the remainingcontractual term of the financial instrument.
- Cash flows from the sale of collateral held orother credit enhancements that are integral to thecontractual terms.
The Company uses default rate for credit risk to determineimpairment loss allowance on portfolio of its tradereceivables.
ECL impairment loss allowance (or reversal) recognizedduring the period is recognized as income/ expense inthe Statement of Profit and Loss. This amount is reflectedunder the head 'other expenses' in the Statement ofProfit and Loss. The balance sheet presentation for variousfinancial instruments is described below:
a. Financial assets measured as at amortisedcost, contractual revenue receivables and leasereceivables: ECL is presented as an allowance, i.e., asan integral part of the measurement of those assetsin the balance sheet. The allowance reduces the netcarrying amount. Until the asset meets write-offcriteria, the Company does not reduce impairmentallowance from the gross carrying amount.
b. Loan commitments and financial guaranteecontracts: ECL is presented as a provision in thebalance sheet, i.e. as a liability.
c. Debt instruments measured at FVTOCI: Since financialassets are already reflected at fair value, impairmentallowance is not further reduced from its value.Rather, ECL amount is presented as 'accumulatedimpairment amount' in the OCI.
The Company applies approach permitted by Ind AS
109 Financial Instruments, which requires expectedlifetime losses to be recognised from initial recognition ofreceivables.
For recognition of impairment loss on other financialassets and risk exposure, the Company determineswhether there has been a significant increase in the creditrisk since initial recognition and if credit risk has increasedsignificantly, impairment loss is provided.
The Company measures financial instruments, such as,derivatives at fair value at each balance sheet date.
Fair value is the price that would be received to sell anasset or paid to transfer a liability in an orderly transactionbetween market participants at the measurement date.The fair value measurement is based on the presumptionthat the transaction to sell the asset or transfer the liabilitytakes place either:
- In the principal market for the asset or liability, or
- In the absence of a principal market, in the mostadvantageous market for the asset or liability.
The principal or the most advantageous market must beaccessible by the Company.
The fair value of an asset or a liability is measured usingthe assumptions that market participants would usewhen pricing the asset or liability, assuming that marketparticipants act in their economic best interest.
A fair value measurement of a non-financial asset takesinto account a market participant's ability to generateeconomic benefits by using the asset in its highest andbest use or by selling it to another market participant thatwould use the asset in its highest and best use.
The Company uses valuation techniques that areappropriate in the circumstances and for which sufficientdata are available to measure fair value, maximising theuse of relevant observable inputs and minimising the useof unobservable inputs.
All assets and liabilities for which fair value is measuredor disclosed in the financial statements are categorisedwithin the fair value hierarchy, described as follows, basedon the lowest level input that is significant to the fair valuemeasurement as a whole:
Level 1 - Quoted (unadjusted) market prices in activemarkets for identical assets or liabilities;
Level 2 - Valuation techniques for which the lowest levelinput that is significant to the fair value measurement isdirectly or indirectly observable;
Level 3 - Valuation techniques for which the lowest levelinput that is significant to the fair value measurement isunobservable.
For assets and liabilities that are recognised in the financialstatements on a recurring basis, the Company determineswhether transfers have occurred between levels in thehierarchy by re-assessing categorization (based on thelowest level input that is significant to the fair valuemeasurements as a whole) at the end of each reportingperiod.
External valuers are involved for valuation of significantassets, such as properties and unquoted financial assets,and significant liabilities, such as contingent consideration.Involvement of external valuers is decided upon annuallyby the management. Selection criteria include marketknowledge, reputation, independence and whetherprofessional standards are maintained. The managementdecides, after discussions with the Company's externalvaluers, which valuation techniques and inputs to use foreach case.
At each reporting date, the management analyses themovements in the values of assets and liabilities whichare required to be remeasured or re-assessed as per theCompany's accounting policies. For this analysis, theManagement verifies the major inputs applied in the latestvaluation by agreeing the information in the valuationcomputation to contracts and other relevant documents.
The Management also compares the change in the fairvalue of each asset and liability with relevant externalsources to determine whether the change is reasonable.
On an interim basis, the Management present the valuationresults to the Audit Committee and the Company'sindependent auditors. This includes a discussion of themajor assumptions used in the valuations.
For the purpose of fair value disclosures, the Company hasdetermined classes of assets and liabilities on the basis ofthe nature, characteristics and risks of the asset or liabilityand the level of the fair value hierarchy as explained above.
Cash and cash equivalent in the balance sheet comprisecash at banks and on hand and short-term deposits withan original maturity of three months or less, which aresubject to an insignificant risk of changes in value.
For the purpose of the statement of cash flows, Cash andcash equivalent consist of cash at banks and on hand andshort-term deposits, as defined above, net of outstandingbank overdrafts as they are considered an integral part ofthe Company's cash management.
Operating segments are reported in a manner consistentwith the internal reporting provided to the chief operatingdecision maker. The Company is engaged in theTechnology Services and Solutions, which constitutes itssingle reportable segment.
s) Earnings per Share (EPS)
Basic EPS are calculated by dividing the net profit or lossfor the period attributable to equity shareholders by theweighted average number of equity shares outstandingduring the period. Partly paid equity shares are treated asa fraction of an equity share to the extent that they areentitled to participate in dividends relative to a fully paidequity share during the reporting period. The weightedaverage number of equity shares outstanding during theperiod is adjusted for events such as bonus issue thathave changed the number of equity shares outstanding,without a corresponding change in resources.
Diluted EPS amounts are calculated by dividing the profitattributable to equity shareholders of the Company(after adjusting for interest on the convertible preferenceshares, if any) by the weighted average number of equityshares outstanding during the year plus the weightedaverage number of equity shares that would be issued onconversion of all the dilutive potential equity shares intoequity shares. Dilutive potential equity shares are deemedconverted as of the beginning of the period, unlessissued at a later date. Dilutive potential equity shares aredetermined independently for each period presented.
t) Business combinations
Business combinations between entities under commoncontrol is accounted for at carrying value under theprovisions of Ind AS 103, Business Combinations.
Transaction costs that the Company incurs in connectionwith a business combination such as finders' fees, legalfees, due diligence fees, and other professional andconsulting fees are expensed as incurred.
u) Share-based payments
Employees (including senior executives) of the Companyreceive remuneration in the form of share-based payments,whereby employees render services as consideration forequity instruments (equity-settled transactions).
Equity-settled transactions
The cost of equity-settled transactions is determined bythe fair value at the date when the grant is made using anappropriate valuation model. Further details are given inNote 40.
That cost is recognised, together with a correspondingincrease in share-based payment (SBP) reserves in equity,over the period in which the performance and/or serviceconditions are fulfilled in employee benefits expense.The cumulative expense recognised for equity-settledtransactions at each reporting date until the vesting datereflects the extent to which the vesting period has expiredand the Company's best estimate of the number of equityinstruments that will ultimately vest. The expense or creditin the statement of profit and loss for a period representsthe movement in cumulative expense recognised as atthe beginning and end of that period and is recognised inemployee benefits expense.
Service and non-market performance conditions are nottaken into account when determining the grant date fairvalue of awards, but the likelihood of the conditions beingmet is assessed as part of the Company's best estimate ofthe number of equity instruments that will ultimately vest.Market performance conditions are reflected within thegrant date fair value. Any other conditions attached toan award, but without an associated service requirement,are considered to be non-vesting conditions. Non-vestingconditions are reflected in the fair value of an award andlead to an immediate expensing of an award unless thereare also service and/or performance conditions.
No expense is recognised for awards that do not ultimatelyvest because non-market performance and/or serviceconditions have not been met. Where awards includea market or non-vesting condition, the transactions aretreated as vested irrespective of whether the market ornon-vesting condition is satisfied, provided that all otherperformance and/or service conditions are satisfied.
When the terms of an equity-settled award are modified,the minimum expense recognised is the grant date fairvalue of the unmodified award, provided the originalvesting terms of the award are met. An additional expense,measured as at the date of modification, is recognisedfor any modification that increases the total fair valueof the share-based payment transaction, or is otherwisebeneficial to the employee. Where an award is cancelled bythe entity or by the counterparty, any remaining elementof the fair value of the award is expensed immediatelythrough profit or loss.
The dilutive effect of outstanding options is reflected asadditional share dilution in the computation of dilutedearnings per share.
The Company classifies non-current assets as held forsale if their carrying amounts will be recovered principallythrough a sale rather than through continuing use.
Non-current assets classified as held for sale are measuredat the lower of their carrying amount and fair value lesscosts to sell. Costs to sell are the incremental costs directlyattributable to the disposal of an asset, excluding financecosts and income tax expense.
The criteria for held for sale classification is regarded asmet only when the sale is highly probable, and the assetis available for immediate sale in its present condition.Actions required to complete the sale should indicatethat it is unlikely that significant changes to the sale willbe made or that the decision to sell will be withdrawn.Management must be committed to the sale and the saleexpected within one year from the date of classification.
For these purposes, sale transactions include exchanges ofnon-current assets for other non-current assets when theexchange has commercial substance. The criteria for heldfor sale classification is regarded met only when the assetsis available for immediate sale in its present condition,subject only to terms that are usual and customary forsales of such assets, its sale is highly probable; and it willgenuinely be sold, not abandoned. The Company treatssale of the asset to be highly probable when:
The appropriate level of management is committed to aplan to sell the asset
An active programme to locate a buyer and complete theplan has been initiated (if applicable)
The asset is being actively marketed for sale at a price thatis reasonable in relation to its current fair value,
The sale is expected to qualify for recognition as acompleted sale within one year from the date ofclassification, and
Actions required to complete the plan indicate that it isunlikely that significant changes to the plan will be madeor that the plan will be withdrawn.
Property, plant and equipment and intangible are notdepreciated, or amortised assets once classified as heldfor sale.
Assets and liabilities classified as held for sale are presentedseparately from other items in the balance sheet.
w) Events after the reporting period
If the Company receives information after the reportingperiod, but prior to the date of approved for issue, aboutconditions that existed at the end of the reporting period,it will assess whether the information affects the amountsthat it recognises in its separate financial statements.The Company will adjust the amounts recognised in itsfinancial statements to reflect any adjusting events afterthe reporting period and update the disclosures that
relate to those conditions in light of the new information.For non-adjusting events after the reporting period, theCompany will not change the amounts recognised in itsseparate financial statements but will disclose the natureof the non-adjusting event and an estimate of its financialeffect, or a statement that such an estimate cannot bemade, if applicable.
There are no new accounting policies applied during thecurrent year and accounting policies are consistent fromprevious year.
The Company applied for the first-time certain standardsand amendments, which are effective for annual periodsbeginning on or after April 1,2024. The Company has notearly adopted any standard, interpretation or amendmentthat has been issued but is not yet effective.
The Ministry of Corporate Affairs (MCA) notified theInd AS 117, Insurance Contracts, vide notificationdated August 12, 2024, under the Companies(Indian Accounting Standards) Amendment Rules,2024, which is effective from annual reportingperiods beginning on or after April 1, 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 AS117 is based on a general model, supplemented by:
- A specific adaptation for contracts withdirect participation features (the variable feeapproach)
- A simplified approach (the premium allocationapproach) mainly for short-duration contracts
The application of Ind AS 117 does not havematerial impact on the Company's separate financialstatements as the Company has not entered anycontracts in the nature of insurance contractscovered under Ind AS 117.
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 thata seller-lessee uses in measuring the lease liabilityarising in a sale and leaseback transaction, to ensurethe seller-lessee does not recognise any amount ofthe gain or loss that relates to the right of use itretains.
The amendment is effective for annual reportingperiods beginning on or after April 1, 2024 andmust be applied retrospectively to sale and leasebacktransactions entered into after the date of initialapplication of Ind AS 116.
The application of amendment to Ind AS 116 doesnot have material impact on the Company's separatefinancial statements as the Company has not enteredinto any sale and leaseback transactions coveredunder Ind AS 116.
There are no standards that are notified and not yeteffective as on the date.
The Company considers climate-related matters inestimates and assumptions, where appropriate. Thisassessment includes a wide range of possible impactson the Company due to both physical and transitionrisks. Even though climate-related risks might notcurrently have a significant impact on measurement,the Company is closely monitoring relevant changesand developments, such as new climate-relatedlegislation.
a. During the year ended March 31, 2023, the Company issued Unrated, Unlisted, Secured Non-Convertible Debentures("NCDs") aggregating ' 14,500 lakhs to a financial institution ("Investor") repayable over three years at an interest rateof 15.75% - 16.00% per annum, payable quarterly. The Company also entered into an Investment Agreement with theaforesaid Investor and provided a Right to Invest ("Share Warrants") in the Compulsorily Convertible Preference Shares("CCPS") of the subsidiary, MSPL, at an agreed value and mutually agreed terms and conditions. Share Warrants wereclassified as Derivative Liability carried at Fair Value through Profit and Loss. The Company recorded a Share Warrants expenseof ' 565.18 lakhs in the Statement of Profit and Loss for the year ended March 31,2023 and reduced the equivalent amountin investment in equity shares of MSPL in the Balance Sheet as at March 31, 2023.
During the year ended March 31, 2024, the abovementioned NCDs together with other borrowings aggregating ' 21,000lakhs has been refinanced at a lower interest rate of 12.75% per annum through the issuance of Unlisted Unrated SecuredRedeemable Non-Convertible Debentures through another financial institution. The Company had recorded a one-timeexpense of ' 667.40 lakhs relating to an unamortised portion of borrowing costs and prepayment charges on the aforesaidrefinancing. The same had been grouped under finance costs for the year ended March 31, 2024.
On September 29, 2023, MSPL had entered into an Amendment to Share Subscription cum Shareholders' Agreement datedJuly 22, 2023 on September 29, 2023, thereby amending the terms of right of investment by the Investor, wherein theInvestor is entitled to invest only upon discretion and consent of MSPL. Consequent to the aforesaid amendment, theprovision for diminition in investment of MSPL aggregating ' 565.18 lakhs had been reversed through Statement of Profitand Loss for the year ended March 31, 2024.
b. During the year ended March 31,2024, the Company acquired Epcogen Private Limited ("Epcogen"), engaged in engineeringdesign and solutions for energy sector, through a payment of fixed purchase consideration of ' 2,625 lakhs and a contingentpurchase consideration payable over a period of three years, dependent upon earnings of Epcogen for the period April 1,2023 to March 31, 2026, with a maximum amount of ' 700 lakhs.
(i) The 12.75% Unrated Unlisted Redeemable Non-Convertible Debentures is secured by first pari-passu charge over all assets(including PPE, intangible assets and intellectual rights, current assets and non-current assets) of the Company and subsidiarycompanies, AXISCADES Aerospace & Technologies Private Limited and MSPL, property owned by step down subsidiary,Enertec Controls Limited, at Electronic City, Bangalore, pledge of 100% shares of MSPL and first pari-passu charge overfixed deposit of ' 1,200.00 lakhs and Corporate guarantee from subsidiary companies, MSPL, AXISCADES Aerospace &Technologies Private Limited and Enertec Controls Limited. Additionally, cash margin equivalent to interest payable on theimmediately succeeding coupon payment date in the form of fixed deposits lien to be maintained. The Company has madeprepayment of ' 5,250 lakhs during the year (March 31, 2024: ' 10,500 lakhs) and the rest is repayable in 5 quarterlyinstallments starting from June 2026.
(ii) The 12.00% Unrated Unlisted Redeemable Non-Convertible Debentures of ' 5,000 lakhs is secured by first pari-passu chargeover all assets (including movable PPE, intangible assets and intellectual rights, current assets and non-current assets) of theCompany and subsidiary companies, AXISCADES Aerospace & Technologies Private Limited and MSPL, property owned bystep down subsidiary, Enertec Controls Limited, at Electronic City, Bangalore, pledge of 51% shares of MSPL and first pari-passu charge over fixed deposit of ' 1,200.00 lakhs and Corporate guarantee from subsidiary companies, MSPL, AXISCADES
Aerospace & Technologies Private Limited and Enertec Controls Limited. Additionally, cash margin equivalent to interestpayable on the immediately succeeding coupon payment date in the form of fixed deposits lien to be maintained. It isrepayable in 11 quarterly installments starting from June 2025.
(iii) Loan from related parties includes unsecured intercorporate loans of
(a) An inter-corporate deposit ('ICD') from subsidiary, Cades Studec Technologies (India) Private Limited ('CSTI'), amountingto ' 250.00 lakhs, ' 400.00 lakhs and ' 500.00 lakhs repayable by October 2024, December 2024 and November 2026,respectively, which carries an interest rate of 11% per annum. Loans which were due for repayment in the current yearwere fully repaid.
b) 500.00 lakhs from subsidiary company, Axiscades Aerospace & Technologies Private Limited is unsecured and repayableon June 2025, carries an interest rate of 9% per annum. During the current year, the Company has made the prepaymentof ' 500.00 lakhs.
c) 6,701.19 lakhs from subsidiary company, Explosoft Tech Solutions Private Limited is unsecured and repayable onDecember 2024, carries an interest rate of 13% per annum, includes principal portion of ' 3,614.52 lakhs and accruedinterest of ' 3,086.57 lakhs. During the year, the aforesaid payable has been fully repaid.
d) An inter-corporate deposit ('ICD') of ' 300.00 lakhs from step down subsidiary company, Mistral Technologies PrivateLimited is unsecured and repayable on December 2026, carries an interest rate of 11.50% per annum.
e) An inter-corporate deposit ('ICD') from of ' 1,200 lakhs and ' 2,000.00 lakhs from subsidiary company, Mistral SolutionsPrivate Limited is unsecured and repayable on December 2025 and May 2026 respectively, carries an interest rate of11.50% per annum.
(iv) During the current year, the Company has taken a term loan of ' 1,409.00 lakhs from bank and repayable in 36 equal montlyinstallments of ' 39.14 lakhs starting from December 2025, carries an interest rate of repo rate 3.60% per annum. Theloan was secured by exclusive charge on capital assets purchased through this loan.
(v) Vehicle loan from Toyota Financial Services India Limited is secured and repayable in equal monthly installment of ' 1.28lakhs. The loan has been fully repaid during the year.
(vi) Packing credit facility in foreign currency ("PCFC") and Cash credit from banks are secured by exclusive charge on currentassets, movable fixed assets, property owned by step down subsidiary, Enertec Controls Limited at Electronic City, Bangalore,fixed deposits of ' 700 lakhs and corporate guarantee from step down subsidiary company, Enertec Controls Limited.Additionally, 10% cash margin in the form of fixed deposits lien to be maintained and First Pari Passu charge on fixed depositof ' 1,200 lakhs. Further, shortfall undertaking and letter of responsibility is backed by board resolution.
(vii) During the year ended March 31,2024, the Company had issued 3,323,262 equity shares of ' 5 each in Qualified InstitutionalPlacement at an issue price of ' 662 per share (including securities premium of ' 657 per share) aggregating ' 21,999.99lakhs to be utilised towards repayment or prepayment of certain outstanding borrowings availed by the Company and forgeneral corporate purpose. The Company has utilised the proceeds from QIP for prepayment of 12.75% Unrated UnlistedRedeemable Non-Convertible Debentures of ' 5,250.00 lakhs during the year ended March 31, 2025 (March 31, 2024: '10,500 lakhs) and ' 1,499.90 lakhs towards repayment/prepayment of term loan from financial institution in the year endedMarch 31, 2024.
(viii) During the year ended March 31,2024, the Company had availed a term loan from bank amounting to ' 500 lakhs repayablein 60 equal monthly installments of ' 8.90 lakhs. It is secured by exclusive charge on current assets, movable fixed assets,property owned by step down subsidiary, Enertec Controls Limited at Electronic City, Bangalore and corporate guaranteefrom step down subsidiary company, Enertec Controls Limited. Additionally, 10% cash margin in the form of fixed depositslien to be maintained. Further, shortfall undertaking and letter of responsibility is backed by board resolution from JupiterCapital Private Limited, the Parent Company.
Term loan from banks and financial institutions contain certain financial covenants such as debt service coverage ratio, totaldebt as a percentage of total net-worth etc. The Company has satisfied debt covenants prescribed in the terms of loan exceptdebt service coverage ratio.The Management is of the view that this is a minor breach, the Company has taken the waiverletter and hence no adjustments are made to Standalone Financial Statements in this respect.
The Company had total cash outflows for leases of ' 1,497.11 lakhs for the year ended March 31, 2025 (March 31, 2024:' 1,557.32 lakhs). The Company has made non-cash additions of ' 282.89 lakhs (March 31,2024: ' 1,178.04 lakhs) and ' 282.89lakhs (March 31,2024: ' 1,099.45 lakhs) to right-of-use assets and lease liabilities, respectively. There are no future cash outflowsrelating to leases that have not yet commenced.
As at March 31, 2025, the Company has a commitment of ' 81.29 lakhs (March 31, 2024: ' 96.67 lakhs).
For the purpose of the Company's capital management, capital includes issued capital, securities premium and all other equityreserves attributable to the equity holders of the Company. The primary objective of the Company's capital management is tomaximise the shareholder value.
In order to achieve this overall objective, the Company's capital management, amongst other things, aims to ensure that it meetsfinancial covenants attached to the interest-bearing loans and borrowings that define capital structure requirements. Breaches inmeeting the financial covenants would permit the bank/ financial institution to immediately call loans and borrowings. There hasbeen breaches in the financial covenants of any interest-bearing loans and borrowing in the current period and the Company hastaken the waiver letter (refer note 15(b)).
The Company manages its capital structure and makes adjustments in light of changes in economic conditions and the requirementsof the financial covenants. The Company monitors capital using a gearing ratio, which is net debt divided by total capital plus netdebt. The Company includes within net debt interest bearing loans and borrowings, lease liabilities, less Cash and cash equivalent.
the statement of profit and loss. The re-measurement of accumulated deferred tax assets has resulted in a one-time additionaldeferred tax charge (including reversal of MAT credit) of ' 131.56 lakhs for the year ended March 31, 2025.
Pursuant to the final assessment order for AY 2023-24 received on March 23, 2025 thereby concluding the assessment of Incomefor the aforesaid assessment year, the Company has set-off unutilised business losses of AY 2023-24 against the taxable profits ofcurrent year and unutilised unabsorbed depreciation of AY 2023-24 against the capital gains on sale of Asset held for sale duringthe year ended March 31,2025 and based on the projections for future taxable profits the Company has recognized deferred taxassets (net) of ' 855.44 lakhs on remaining unutilized losses as at March 31, 2025.
The movement in deferred tax asset from the opening balance pertains to deferred tax credit recognized in Statement of Profit andLoss and other comprehensive income for the year.
The Company enters into derivative financial instruments with various counterparties, principally financial institutions withinvestment grade credit ratings. Foreign exchange forward contracts and cross currency swaps are valued using valuationtechniques, which employs the use of market observable inputs. The most frequently applied valuation techniques include forwardpricing and swap models using present value calculations. The models incorporate various inputs including the credit quality ofcounterparties, foreign exchange spot and forward rates and yield curves of the respective currencies. The changes in counterpartycredit risk had no material effect on the hedge effectiveness assessment for derivatives designated in hedge relationships and otherfinancial instruments recognised at fair value.
The Corporate finance team has requisite knowledge and skills. The team headed by the Company CFO directly reports to theaudit committee to arrive at the fair value of financial instruments.
The Company's activities expose it to a variety of financial risks: market risk, credit risk and liquidity risk. The Company's focus isto foresee the unpredictability of financial markets and seek to minimize potential adverse effects on it's financial performance.The primary market risk to the Company is foreign exchange exposure risk. The Company uses derivative financial instrumentsto mitigate foreign exchange related risk exposures. The Company's exposure to credit risk is influenced mainly by the individualcharacteristic of each customer.
The Company's risk management activity focuses on actively securing the Company's short to medium-term cash flows byminimising the exposure to volatile financial markets. Long-term financial investments are managed to generate lasting returns.
The Company does not engage in the trading of financial assets for speculative purposes. The most significant financial risks towhich the Company is exposed are described below.
Credit risk is the risk that counterparty will not meet its obligations under a financial instrument or customer contract, leading to afinancial loss. The Company is exposed to credit risk from its operating activities (primarily trade receivables) and from its financingactivities, including deposits with banks and financial institutions, foreign exchange transactions and other financial instruments.The Company limits its exposure to credit risk by generally investing in liquid securities and only with counterparties that have agood credit rating. The Company does not expect any losses from non-performance by these counter-parties, and does not haveany significant concentration of exposures to specific industry sectors or specific country risks.
The Company has financial assets which are in the nature of cash and cash equivalent, other bank balances, loans, securitydeposits, interest accrued on fixed deposits and other receivables which are not credit impaired. These are contractually agreedwhere the probability of default is negligible.
Customer credit risk is managed by each business unit subject to the Company's established policy, procedures and control relatingto customer credit risk management. Credit quality of a customer is assessed based on an internal assessment. Outstandingcustomer receivables are regularly monitored including the creditworthiness of customers to which the Company grants creditterms in the normal course of business.
An impairment analysis is performed at each reporting date using a provision matrix to measure expected credit losses. The provisionrates are based on days past due for groupings of various customer segments with similar loss patterns (i.e., by geographicalregion and customer type). The calculation reflects the probability-weighted outcome, the time value of money and reasonableand supportable information that is available at the reporting date about past events, current conditions and forecasts of futureeconomic conditions. The maximum exposure to credit risk at the reporting date is the carrying value of each class of financialassets disclosed in note 34. The Company does not hold collateral as security. The Company is considerate of the fact the majorityof the collection is receivable from export customers with high credit worthiness where there is no significant risk of bad debts.The customers of the Company have a defined period for payment of receivables, hence the Company evaluates the concentrationof risk with respect to trade receivables as low. The Company considers receivables from group company separately and createsprovision for doubtful debts on case to case basis.
The Company is exposed to market risk through its use of financial instruments and specifically to currency risk, interest rate riskand certain other price risk, which result from both its operating, financing and investing activities.
The Company operates internationally and a significant portion of the business is transacted in USD and EURO currencies andconsequently the Company is exposed to foreign exchange risk through its sales and purchases from overseas suppliers in variousforeign currencies. The Company holds derivative financial instruments such as foreign exchange forward contracts and crosscurrency swaps to mitigate the risk of changes in exchange rates on foreign currency exposures. The exchange rate betweenthe Indian rupee and foreign currencies has changed substantially in recent years and may fluctuate substantially in the future.Consequently, the results of the Company's operations are adversely affected as the rupee appreciates/ depreciates against thesecurrencies.
Interest rate risk is the risk that the fair value or future cash flows of the Company's financial instruments will fluctuate becauseof changes in market interest rates. As at March 31, 2025 and March 31, 2024, the Company does not have any long term debtobligations with floating interest rates, hence, is not exposed to any significant interest rate risk.
The Company invests in mutual funds schemes of leading fund houses. Such investments are suspectible to market price risks.However, given the short tenure of the underlying portfolio of the mutual fund shcemes in which the Company has invested, suchprice risk is not significant.
The Company makes contribution to statutory provident fund as per Employees Provident Fund and Miscellaneous Provision Act,1952 for its employees. This is a defined contribution plan as per Ind AS 19, Employee benefits. Contribution made during theyear ended March 31,2025 : ' 992.79 lakhs (March 31, 2024 : ' 875.17 lakhs)
Overseas social security
The Company makes a contribution towards social security charges for its employees located at the respective branch offices inrespective foreign geographies, that are defined contribution plans. The contributions paid or payable is recognised as an expensein the period in which the employee renders services in respective geographies. Contribution made during the year ended March31, 2025 : ' 1,198.94 lakhs (March 31, 2024 : ' 1,099.83 lakhs)
The Company has a defined benefit gratuity plan (unfunded). The Company has provided for gratuity, for its employees asper actuarial valuation carried out by an independent actuary on the Balance Sheet date. The valuation has been carried outusing the Project Unit Credit Method as per Ind AS 19 to determine the present value of Defined Benefit Obligations and therelated current service cost. This is a defined benefit plan as per Ind AS 19.
The gratuity plan is governed by the provisions of the Payment of Gratuity Act, 1972 (as amended from time to time).Employees are entitled to all the benefits enlisted under this Act.
Valuations are performed on certain basic set of pre-determined assumptions and other regulatory framework which mayvary overtime. Thus, the Company is exposed to various risks in providing the above benefit which are as follows:
The plan exposes the Company to the risk of fall in interest rates. A fall in interest rates will result in an increase in theultimate cost of providing the above benefit and will thus result in an increase in the value of the liability as shown infinancial statements.
b Liquidity risk
This is the risk that the Company is not able to meet the short-term gratuity pay-outs. This may arise due to nonavailability of enough cash/cash equivalents to meet the liabilities or holding of illiquid assets not being sold in time.
c Salary escalation risk
The present value of the defined benefit plan is calculated with the assumption of salary increase rate of employees infuture. Deviation in the rate of interest in future for employees from the rate of increase in salary used to determine thepresent value of obligation will have a bearing on the plan's liability.
d Demographic risk
The Company has used certain mortality and attrition assumptions in valuation of the liability. The Company is exposedto the risk of actual experience turning out to be worse compared to the assumption.
e Regulatory risk
Gratuity benefits are paid in accordance with the requirements of the Payment of Gratuity Act,1972 (as amended fromtime to time). There is a risk of change in regulations requiring higher gratuity pay-outs
The assumptions were developed by Management with the assistance of independent actuaries. Discount factors aredetermined close to each year-end by reference to market yields of Government bonds that have terms to maturityapproximating to the terms of the gratuity obligation. Other assumptions are based on current actuarial benchmarksand Management's historical experience.
A quantitative sensitivity analysis for significant assumption as at March 31, 2025 is as shown below:
Significant actuarial assumptions for the determination of the defined benefit obligation are discount rate, attrition rate,expected salary increase and mortality. The sensitivity analysis below has been determined based on reasonably possiblechanges of the assumptions occurring at the end of the reporting period, while holding all other assumptions constant.The following table summarizes the impact of change in the defined benefit obligation resulting from the specifiedpercentage change in the aforementioned assumptions.
The preparation of the Company's Standalone financial statements requires management to make judgements, estimatesand assumptions that affect the reported amounts of revenues, expenses, assets and liabilities, and the accompanyingdisclosures, and the disclosure of contingent liabilities. Uncertainty about these assumptions and estimates could result inoutcomes that require a material adjustment to the carrying amount of assets or liabilities affected in future periods
Other disclosures relating to the Company's exposure to risks and uncertainties includes:
• Capital management Note 32
• Financial risk management objectives and policies Note 35
• Sensitivity analyses disclosures Notes 35 and 36Judgements
In the process of applying the Company's accounting policies, management has made the following judgements, which havethe most significant effect on the amounts recognised in the Standalone financial statements:
Recognition of deferred tax assets
The extent to which deferred tax assets can be recognised is based on an assessment of the probability that future taxableincome will be available against which the deductible temporary differences and carried forward tax loss can be utilised. Inaddition, significant judgment is required in assessing the impact of any legal or economic limits or uncertainties in varioustax jurisdictions.
The key assumptions concerning the future and other key sources of estimation uncertainty at the reporting date, that havea significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financialyear, are described below. The Company based its assumptions and estimates on parameters available when the Standalonefinancial statements were prepared. Existing circumstances and assumptions about future developments, however, maychange due to market changes or circumstances arising that are beyond the control of the Company. Such changes arereflected in the assumptions when they occur.
Evaluation of indicators for impairment of non-financial assets (including investments in subsidiaries)
Impairment exists when the carrying value of an asset or cash generating unit exceeds its recoverable amount, which isthe higher of its fair value less costs of disposal and its value in use. The fair value less costs of disposal calculation is basedon available data from binding sales transactions, conducted at arm's length, for similar assets or observable market pricesless incremental costs for disposing of the asset. The value in use calculation is based on a DCF model. The cash flows arederived from the budget for the next four to five years and do not include restructuring activities that the Company is notyet committed to or significant future investments that will enhance the asset's performance of the CGU being tested. Therecoverable amount is sensitive to the discount rate used for the DCF model as well as the expected future cash-inflowsand the growth rate used for extrapolation purposes. These estimates are most relevant to assessing the carrying value ofinvestment and other intangibles with indefinite useful lives recognised by the Company.
Recoverability of trade receivables and other financial assets
At each balance sheet date, based on historical default rates observed over expected life, the Management assesses theexpected credit loss on outstanding receivables and other financial assets.
The Company uses a provision matrix to calculate ECLs for trade receivables and contract assets. The provision rates are basedon days past due for groupings of various customer segments that have similar loss patterns.
The provision matrix is initially based on the Company's historical observed default rates. The Company will calibrate thematrix to adjust the historical credit loss experience with forward-looking information. At every reporting date, the historicalobserved default rates are updated and changes in the forward-looking estimates are analysed.
The assessment of the correlation between historical observed default rates, forecast economic conditions and ECLs is asignificant estimate. The amount of ECLs is sensitive to changes in circumstances and of forecast economic conditions. TheCompany's historical credit loss experience and forecast of economic conditions may also not be representative of customer'sactual default in the future. The information about the ECLs on the Company's trade receivables and contract assets isdisclosed in Note 35.
Estimating the fair vale of share-based payments
For the measurement of the fair value of equity-settled transactions with employees at the grant date, the Company usesBlack Sholes model valuation for executives and senior management employees. The assumptions and models used forestimating fair value for share-based payment transactions are disclosed in note 40.
Defined benefit plans (gratuity benefits)
The cost of the defined benefit gratuity plan and other post-employment medical benefits and the present value of thegratuity obligation are determined using actuarial valuations. An actuarial valuation involves making various assumptionsthat may differ from actual developments in the future. These include the determination of the discount rate; future salaryincreases and mortality rates. Due to the complexities involved in the valuation and its long-term nature, a defined benefitobligation 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 plansoperated in India, the management considers the interest rates of government bonds where remaining maturity of such bondcorrespond to expected term of defined benefit obligation.
The mortality rate is based on publicly available mortality tables. Those mortality tables tend to change only at interval inresponse to demographic changes. Future salary increases and gratuity increases are based on expected future inflation rates.
Further details about gratuity obligations are given in Note 36.
When the fair values of financial assets and financial liabilities recorded in the balance sheet cannot be measured based onquoted prices in active markets, their fair value is measured using valuation techniques including the DCF model. The inputsto these models are taken from observable markets where possible, but where this is not feasible, a degree of judgement isrequired 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. See Note 34 forfurther disclosures.
Contingent consideration, resulting from business combinations, is valued at fair value at the acquisition date as part ofthe business combination. When the contingent consideration meets the definition of a financial liability, it is subsequentlyremeasured to fair value at each reporting date. The determination of the fair value is based on discounted cash flows. Thekey assumptions take into consideration the probability of meeting each performance target and the discount factor.
As part of the accounting for the acquisition of engineering design and solution for energy sector business of Epcogen PrivateLimited, contingent consideration with an estimated fair value of ' 589 lakhs was recognised at the acquisition date andremeasured to ' 652.40 lakhs as at March 31, 2025 (March 31, 2024: ' 599.00 lakhs). Future developments may requirefurther revisions to the estimate. The maximum consideration to be paid is ' 700 lakhs. The contingent consideration isclassified as other financial liability.
Intangible asset under development
The Company capitalises intangible asset under development for a project in accordance with the accounting policy. Initialcapitalization of costs is based on management's judgement that technological and economic feasibility is confirmed, usuallywhen a product development project has reached a defined milestone according to an established project managementmodel. In determining the amounts to be capitalised, management makes assumptions regarding the expected future cashgeneration of the project, discount rates to be applied and the expected period of benefits. At 31 March 2025, the carryingamount of capitalised intangible asset under development was ' 84.27 lakhs (March 31, 2024: Nil).
Useful lives and residual values of property, plant and equipment and intangible assets
The Company reviews the estimated residual values and expected useful lives of assets at least annually. In particular, theCompany considers the impact of health, safety and environmental legislation in its assessment of expected useful lives andestimated residual values. Furthermore, the Company considers climate-related matters, including physical and transitionrisks. Specifically, the Company determines whether climate-related legislation and regulations might impact either the usefullife or residual values.
Leases - Estimating the incremental borrowing rate
The Company cannot readily determine the interest rate implicit in the lease, therefore, it uses its incremental 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 similarterm, and with a similar security, the funds necessary to obtain an asset of a similar value to the right-of-use asset in a similareconomic environment. The IBR therefore reflects what the Company 'would have to pay', which requires estimation whenno observable 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.
The estimated valuation of decommissioning liability are based on management's historical experience and best estimate ofrestoring the premises on lease in its original condition. Assumptions and judgments made by management when assessingan decommissioning liability include i) the existence of a legal obligation; ii) estimated probabilities, amounts, and timing ofsettlements; iii) the credit-adjusted risk-free rate to be used.
(i) The Company had received demand notices from the authorities under the Finance Act,1994 for non-payment of Servicetax on reverse charge mechanism for the period April 2006 to September 2010 and also received demand notices fromGST authorities under Goods and Service Tax Act, 2017 for non-payment of GST on reverse charge mechanism, excess ITCavailed and ITC of input service distributor not appearing in GSTR 2A, etc for the period FY 2017-2018 to FY 2020-2021. TheCompany is contesting the above demands and has filed appeals against the above orders. Pending outcome of the appellateproceedings and based on advise from the Company's tax consultants, no adjustments has been made in the standalonefinancial statements in this regard.
(ii) The Company had received assessment orders in respect of certain financial years giving raise to additional income taxdemand (including interest) on account of certain adjustments in relation to disallowances of expenses and certain taxbenefits. The Company has contested such demand and appeal is pending at appellate level. Pending outcome of theappellate proceedings and based on advise from the Company's tax consultants, no adjustments has been made in thestandalone financial statements in this regard.
In the Board meeting held on March 27, 2024, the Board of Directors had approved the sale of Leasehold land and Office buildingsituated at D-30, Sector-3, Noida, Uttar Pradesh. The Company had entered into an agreement to sell the aforesaid property andthe transfer was expected within next 12 months and accordingly the assets were grouped under "Assets held for sale" in the yearended March 31, 2024. During the year ended March 31, 2025, the aforesaid property is sold and gain of ' 659.19 lakhs on saleof leasehold land and office building is recognised in other income in the Standalone Statement of Profit or Loss.
Unutilised QIP Proceeds as at March 31, 2025 and March 31, 2024 are available as
a) Fixed deposits with monitoring agency amounting to ' 2,000.00 lakhs (March 31, 2024: ' 8,345.26 lakhs)
b) Bank balances in monitoring agency account is Nil (March 31, 2024: ' 1.17 lakhs includes interest received of ' 0.85 lakhson fixed deposits redeemed) (refer note 11)
c) Maximum amount of idle/surplus funds invested during the year was ' 8,345.58 lakhs (March 31, 2024: ' 19,151.20 lakhs)
The Board of Directors of the Company has been identified as the Chief Operating Decision Maker (CODM) as defined by IndAS 108, Operating Segments. The CODM evaluates the Company's performance and allocates resources based on an analysis ofengineering services.
The Company is predominantly engaged in the business of Technology Services and Solutions, which constitutes a single businesssegment and is governed by similar set of risks and returns. The operations of the Company primarily cater to the market outsideIndia, which the Management views as a single segment. The Management monitors the operating results of its single segmentfor the purpose of making decisions about resource allocation and performance assessment.
Two customers individually accounted for ' 7,160.19 lakhs and ' 5,816.69 lakhs respectively, which is more than 10% of the totalrevenue of the Company for the year ended March 31, 2025 and two customers individually accounted for ' 6,829.49 lakhs and' 5,718.58 lakhs respectively, which is more than 10% of the total revenue of the Company for the year ended March 31,2024.
The Company is domiciled in India. The Company's revenue from operations from external customers primarily relate to operationsoutside India. Revenue from customers located in India for the year ended March 31, 2025 amounts to ' 9,948.12 lakhs (March31, 2024: ' 9,370.38 lakhs) and from outside India for the year ended March 31,2025 amounts to '29,849.93 lakhs (March 31,2024: ' 25,932.06 lakhs). Majority of the non-current assets of the Company are located in India.
49. The Company has used two accounting software's for maintaining its books of account which has a feature of recordingaudit trail (edit log) facility and the same has operated throughout the year for all relevant transactions recorded in thesoftware, except that audit trail feature is not enabled for one of the software i) for the changes made to the master datafrom April 1,2024 to May 31, 2024; and ii) for direct changes made to data using certain access rights. Further no instance ofaudit trail feature being tampered with was noted in respect of accounting software's where the audit trail has been enabled..Additionally, the audit trail of prior year has been preserved by the Company as per the statutory requirements for recordretention to the extent it was enabled and recorded in the prior year.
(i) No proceedings have been initiated or are pending against the Company for holding any Benami property under the BenamiTransactions (Prohibition) Act, 1988 and rules made thereunder.
(ii) The Company do not have any transactions with companies struck off under Section 248 of Companies Act, 2013 or Section560 of Companies Act, 1956.
(iii) There are no charges or satisfaction which is yet to be registered with ROC beyond the statutory period.
(iv) The Company have not traded or invested in Crypto currency or Virtual Currency during the year ended March 31,2025 andMarch 31, 2024.
(v) The Company have not advanced or loaned or invested funds to any other 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
(vi) The Company have not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) with theunderstanding (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
(vii) The Company has not been declared as wilful defaulter by any bank or financial institution or other lender.
(viii) The Company does not have any transaction which is not recorded in the books of accounts that has been surrendered ordisclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (such as, search or survey or anyother relevant provisions of the Income Tax Act, 1961.
There are no events or transactions which have occurred since the balance sheet date which would have a material effect andrequire adjustments in the standalone financial statements.
As per our report of even date
For S.R. Batliboi & Associates LLP For and on behalf of the Board of Directors of
Chartered Accountants AXISCADES Technologies Limited
ICAI Firm Registration number : 101049W/E300004 CIN NO : L72200KA1990PLC084435
Sd/- Sd/- Sd/-
per Pradip Agarwal Alfonso Martinez Dr. Sampath Ravinarayanan
Partner Chief Executive Officer and Managing Director Chairman and Non - Executive Director
Membership Number : 065537 DIN: 10902446 DIN : 00208793
Place : Bengaluru Place : Bengaluru Place : Bengaluru
Date : May 26, 2025 Date : May 26, 2025 Date : May 26, 2025
Sd/- Sd/-
Shashidhar SK Sonal Dudani
Group Chief Financial Officer Company Secretary
Membership No.: 40415
Place : Bengaluru Place : Bengaluru
Date : May 26, 2025 Date : May 26, 2025