The lease term related to extension of tenure of leases is reassessed if an option is actually exercised (or not exercised) or the Company becomes obliged to exercise (or not exercise) it. The assessment of modification/extension is only revised if a significant event or a significant change in circumstances occurs, which affects this assessment, and that is within the control of the lessee. The Company has given notice to vacate certain office premises. This has been accounted as lease termination. Hence, in accordance with Ind AS 116, Lease Liability has been re-measured by INR 5 (March 31, 2025: INR 3) with corresponding adjustment to Right of Use assets amounting to INR 5 (March 31, 2025: INR 3) and the remaining balance has been included in Miscellaneous Income disclosed under Other Income in the Statement of Profit and Loss.
The total cash outflow for leases for the year ended is INR 50 (March 31, 2025: INR 39)
Extension and termination options:
Extension and termination options are included in ceratin leases. These are used to maximise operational flexibility in terms of managing the assets used in the Company's operations. In certain cases, the extension and termination options held are exercisable only by the Company and not by the respective lessor.
c. Shares reserved for issue under options
For details of shares reserved for issue under the employee stock options plan (ESOP) of the Company (refer note 24).
d. Aggregate number of bonus shares issued, shares bought back and share issued for consideration other than cash during the period of five years immediately preceding the reporting date:
The Company has not issued any share for consideration other than cash during the period of five years immediately preceding the reporting date. The Company has not issued bonus shares during the period of five years immediately preceding the reporting date. The Company had bought back 1,55,66,746 equity shares during the financial year ended March 31, 2023, which falls within the period of five years immediately preceding the reporting date.
(i) Securities premium
Securities premium is used to record the premium on issue of shares. The reserve is utilised in accordance with the provisions of the Act.
(ii) Employee stock options outstanding account (ESOP Reserve)
Employee stock options outstanding account is used to recognise the grant date fair value of options issued to employees under the One 97 Employee Stock Option Plan.
(iii) FVTOCI Reserve
The Company has elected to recognise changes in the fair values of the certain investments in equity instruments in other comprehensive income. These changes are accumulated within the FVTOCI reserve within equity. The Company transfers amounts from this reserve to retained earning when relevant equity securities are derecognised.
(iv) Capital Redemption Reserve
As per Companies Act, 2013, capital redemption reserve is created when Company purchases its own shares out of free reserves or securities premium. A sum equal to the nominal value of the shares so purchased is transferred to capital redemption reserve. The reserve is utilised in accordance with the provisions of section 69 of the Companies Act, 2013.
a) During the year ended March 31, 2026, the Company recognized impairment of investments in subsidiaries amounting to INR 25, impairment provision of investments in associates amounting to INR 5, impairment loss against the investment and loan given to the JV of INR 205 and INR 169 (net off interest received of INR 21) and an impairment provision of INR 12 crores of optionally convertible debentures. During the previous year ended March 31, 2025, the Company has recognized provisions for impairment of investments in subsidiaries, amounting to INR 18 and an impairment provision of INR 20 of optionally convertible debentures. The provision for impairment has been shown as an exceptional item in the Standalone Statement of Profit and Loss. During the current and previous years, the impairment losses for these investments was based on the equity value calculated based on cash flow projections with the business plan used for impairment testing using discounted cash flow method. The management has computed equity value based on discount rate of 15.30%-18.65% (March 31, 2025: 17%-21%) and terminal value growth of 5% (March 31, 2025: 5%) used in extrapolating cash flows beyond the planning period of 5 years.
Basic EPS amounts are calculated by dividing the profit/ (loss) for the year attributable to equity holders of the Company by the weighted average number of equity shares outstanding during the year.
Diluted EPS amounts are calculated by dividing the profit/ (loss) for the year attributable to equity holders of the Company by the weighted average number of equity shares outstanding during the year plus the weighted average number of equity shares that would be issued on conversion of all the dilutive potential equity shares into equity shares.
The preparation of the Company's Standalone Financial Statements requires management to make judgements, estimates and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities, and the accompanying disclosures, and the disclosure of contingent liabilities. Uncertainty about these assumptions and estimates could result in outcomes that require a material adjustment to the carrying amount of assets or liabilities affected in future periods.
The key assumptions concerning the future and other key sources of estimation uncertainty at the reporting date, that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next 12 months, are described below.
Deferred tax assets can be recognised for deductible temporary differences (including unused tax losses) only to the extent that it is probable that taxable profit will be available against which the deductible temporary difference can be utilised. Management has assessed that as at March 31, 2026 it is not probable that such deferred tax assets can be realised in excess of available taxable temporary differences. Management re-assesses unrecognised deferred tax assets at each reporting date and recognises to the extent that it has become probable that future taxable profits will allow the deferred tax asset to be recovered. For details about deferred tax assets, refer note 27.
The cost and present value of the gratuity and LTIP obligations are determined using actuarial valuations. An actuarial valuation involves making various assumptions that may differ from actual developments in the future. These include the determination of the discount rate, future salary increases and mortality rates. Due to the complexities involved in the valuation and its long-term nature, a defined benefit obligation is highly sensitive to changes in these assumptions. All assumptions are reviewed at each reporting date.
In determining the appropriate discount rate for plans operated in India, the management considers the interest rates of government bonds in India. The mortality rate is based on publicly available mortality tables for India. The mortality tables tend to change only at interval in response to demographic changes. Future salary increases and gratuity increases are based on expected future inflation rates. For further details about gratuity obligations, refer note 26.
When the fair values of financial assets and financial liabilities recorded in the standalone balance sheet cannot be measured based on quoted prices in active markets, their fair value is measured using valuation techniques including the DCF model, Price of Recent Investment (PORI) method and Comparable Company Multiples (CCM) method. The inputs to these models are taken from observable markets where possible, but where this is not feasible, a degree of judgement is required in establishing fair values. For further details about Fair value measurement, refer note 30.
The Company assesses on a forward looking basis the expected credit risk associated with its assets carried at amortised cost. The impairment methodology applied depends on whether there has been a significant increase in credit risk. Note 31 details how the Company determines whether there has been a significant increase in credit risk.
Investments in subsidiaries and associates are tested for impairment at-least on an annual basis or when events that occur / changes in circumstances indicate that the recoverable amount is less than its carrying value. In calculating the value in use, the Company is required to make judgements, estimates and assumptions inter-alia concerning the growth in EBITDA, long-term growth rates; discount rates to reflect the risks involved. The carrying value is less than the net worth of certain subsidiaries. The Company basis the underlying business and future business projections, does not consider there to be any diminution in the value of such investments. For details about impairment reviews, refer note 21.
The Company has investment in PPBL, an associate. During earlier years, given certain developments, the Company had recorded impairment of 100% carrying value. A qualitative assessment requires significant judgement. (refer note 46)
The Company provides incentives to users in various forms including cash backs to promote its platform. Incentives to users to whom the Company has a performance obligation is recorded as a reduction of revenue to the extent of the revenue earned. For the incentives to other transacting users to whom the Company has no performance obligation, management is required to determine whether the incentives are in substance a payment on behalf of the merchants and should therefore be recorded as a reduction of revenue or as marketing and promotional expenses. Some of the factors considered in management's evaluation of such incentives being payments on behalf of merchants include whether the incentives are given at the Company's discretion, contractual agreements with the merchants, business strategy and objectives and design of the incentive program(s), etc.
Employees of the Company receive remuneration in the form of share based payment instruments, whereby employees render services to Company and receive equity instrument of Company as consideration (equity-settled transactions). In accordance with the Ind AS 102 Share Based Payments, the cost of equity-settled transactions is measured using the fair value method. The cumulative expense recognized for equity-settled transactions at each reporting date until the vesting date reflects the extent to which the vesting period has expired and the Company's best estimate of the number of equity instruments that will ultimately vest. (refer note 24)
The Company introduced One 97 Employee Stock Option Scheme 2019 for the benefit of employees as approved by the Board of Directors in the meeting held on September 4, 2019 and by shareholders in the Annual General Meeting held on September 30, 2019(further revised by passing special resolution of shareholders on July 12, 2021, February 19, 2022 and April 16,2025) wherein the Nomination and Remuneration Committee has been authorized to grant share-based stock options to eligible employees of the Company, its subsidiaries and associates under the ESOP 2019 Scheme. The maximum number of Employee Stock Options under ESOP 2019 Scheme shall not exceed 4,64,55,832 equity shares. ESOPs are generally granted to high performing employees. These Stock Options will generally vest between a minimum of one to a maximum of five years from the grant date subject to achievement of certain performance criteria
e.g. impact made on overall business, track record of displaying Paytm values, etc.
The Company introduced One 97 Employee Stock Option 2008 Scheme for the benefit of employees as approved by the Board of Directors in the meeting held on September 8, 2008 and by the members in the Extra Ordinary General Meeting held on October 22, 2008 wherein Nomination and Remuneration Committee has authorized to grant share-based stock options to eligible employees of the Company and its subsidiaries under the ESOP 2008 Scheme. The maximum number of Employee Stock Options under ESOP 2008 Scheme shall not exceed 1,46,38,448 equity shares. These instruments generally vest between a minimum of one to a maximum of four years from the grant date. The Company doesn't intent to make any grant under this scheme post Initial Public offering.
1) During the year ended March 31, 2026, the Company has granted 40,04,220 (March 31, 2025- 59,45,235) Employee Stock Options under ESOP 2019 Scheme to Eligible Employees.
2) The total options outstanding as at March 31, 2026 under ESOP 2008 Scheme are 38,805 and ESOP 2019 Scheme are 1,16,94,389 (March 31, 2025 under ESOP 2008 Scheme - 41,739 and ESOP 2019 Scheme are 3,39,51,727*). The Weighted average exercise price is INR 9 per share.
*Refer Note 24[8(b & c)]
8) Other Details
(a) During the year ended March 31, 2026, the Company has cancelled 5,386 (March 31, 2025 : 74,481) vested employee stock options.
(b) During the year ended March 31, 2022, the Company had granted 2,10,00,000 Employee Stock Options (ESOPs) to the Managing Director and CEO of the Company, vesting of which was subject to achievement of specified milestones over the prescribed period. The Company accounted for ESOPs expenses for the same in accordance with the applicable requirements of Ind AS 102 Share-based Payments.
During the year ended March 31, 2024, the Company received a Show Cause Notice ("SCN") from the Securities and Exchange Board of India (SEBI) inter alia challenging the above options being in compliance with the SEBI SBEB Regulations. The Company had opted to file a settlement application with the SEBI, under the applicable SEBI regulations relating to settlement, which was in discussion with SEBI as at March 31, 2025.
On April 16, 2025, the MD & CEO voluntarily offered to forego the said ESOPs, which had been noted by the Nomination and Remuneration Committee (NRC) of the Company. In view of the foregoing, the NRC had treated these ESOPs as cancelled. Accordingly, such cancellation had been accounted for by the Company in these financial statements in terms of Ind-AS 102, Share Based Payments, and such options had been returned to the Company's ESOP pool under the One 97 Employees Stock Option Scheme, 2019.
As a result of above, during the year ended March 31, 2025, the Company had recorded an accelerated charge of INR 492 as an exceptional item in the Statement of Profit and Loss, and the cumulative cost charged to Statement of profit and loss of the Company over the years, pertaining to the above ESOPs, amounting to INR 4,092 had been transferred from ESOP Reserve to Retained Earnings of the Company.
(c) On April 20, 2025, the Company also cancelled 50,595 outstanding unvested employee stock options and 172,267 vested options and the same has resulted into accelerated ESOP charge of INR 1 in the Standalone Statement of Profit and Loss for the year ended March 31, 2025.
(i) The services provided and received from related parties are made on terms equivalent to those that prevail in arm's length transactions. Outstanding balances at the year end are unsecured and interest free (except for inter corporate loan receivable and optionally convertible debentures) and settlement generally occurs in cash. There have been no guarantees provided or received for any related party receivables or payables.
(ii) The remuneration to the Key Managerial Personnel ('KMP') does not include the provisions made for gratuity and leave benefits as they are determined on an actuarial basis for the Company as a whole.
(iii) The Company has agreed to provide appropriate financial support only if and to the extent required by certain of its subsidiaries, associates and joint venture.
(iv) Refer note 20 for details of remuneration to non-executive and independent directors and payment to a law firm in which one of the non-executive and independent director is interested.
The Company provides for gratuity for employees in India as per the Payment of Gratuity Act, 1972. Employees who are in continuous service for a period of 5 years are eligible for gratuity. The amount of gratuity payable on retirement/termination is the employees last drawn basic salary per month computed proportionately for 15 days salary multiplied for the number of years of service upto a limit of INR 20 Lakhs. The gratuity plan is a funded plan and the Company makes contributions to recognised fund/insurer in India. The Company does not fully fund the liability and maintains a target level of funding to be maintained over a period of time based on estimations of expected gratuity payments. Disclosures given below are as per actuarial valuation report of independent Actuary.
The following tables summarize the components of net benefit expenses recognized in the Standalone Statement of Profit and Loss and the funded status and amount recognized in the Standalone Balance Sheet.
The sensitivity analysis above have been determined based on a method that extrapolates the impact on defined benefit obligation as a result of reasonable changes in key assumptions occurring at the end of the reporting period. The methods and types of assumptions used in preparing the sensitivity analysis has not undergone a significant change as compared to the prior year.
Expected contributions to post-employment benefit plans for the period ending March 31, 2027 are INR 77 (March 31, 2026 - INR 84).
The weighted average duration of the defined benefit obligation is 3 years (March 31, 2025- 3 years).
The average remaining working life of members of the defined benefit obligation as at March 31, 2026 is 27.90 years (as at March 31, 2025- 28.59 years)
Through its defined benefit plans, the Company is exposed to a number of risks, the most significant of which are detailed below:
Asset volatility: The plan assets are calculated using a discount rate set with reference to bond yields. If plan assets underperform this yield, there will be a deficit of the plan asset investments in fixed income securities with high grades and in government securities. These are subject to interest rate risk and the fund manages interest rate risk to an acceptable level.
Changes in bond yields: The defined benefit obligation calculated uses a discount rate based on government bonds. If bond yields fall, the defined benefit obligation will tend to increase.
Inflation risks: The payments are not linked to inflation, so this is a less material risk.
Life expectancy: Obligations are to provide benefits for the life of the member, so increases in life expectancy and inflation will result in an increase in the plans' liabilities. This is particularly significant where inflationary conditions result in higher sensitivity to changes in life expectancy.
Operating lease: Company as Lessee
The Company has taken certain office space on short term operating lease. The leases have varying terms, escalation clauses and renewal rights. On renewal, the terms of the leases are renegotiated. Rental expense towards leases charged to Standalone Statement of Profit and Loss for the year ended March 31, 2026 amount to INR 4 (March 31, 2025: INR 1).
Estimated amount of contracts towards property, plant & equipment remaining to be executed on capital account and not provided for is INR 32 (Net of capital advances of INR 1) [March 31, 2025: INR 140 (Net of capital advances of INR 29)].
c. Con
i)
tingent liabilities
Particulars
March 31, 2026
March 31, 2025
Claims against the Company not acknowledged as debts 4 10 Income Tax related matters 14 28 Service Tax and GST related matters 8 9 Total 26 47
Notes:
1) It is not practicable for the Company to estimate the timing of cash outflows, if any.
2) The Company does not expect any reimbursements in respect of the above contingent liabilities.
The Company's activities expose it to a variety of financial risks, including market risk, credit risk and liquidity risk. The Company continues to focus on a system-based approach to business risk management. The Company's financial risk management process seeks to enable the early identification, evaluation and effective management of key risks facing the business. Backed by strong internal control systems, the current Risk Management Framework rests on policies and procedures issued by appropriate authorities; process of regular internal reviews/audits to set appropriate risk limits and controls; monitoring of such risks and compliance confirmation for the same.
Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Market prices comprise three types of risk: interest rate risk, foreign currency risk and price risk. The Company has in place appropriate risk management policies to limit the impact of these risks on its financial performance. The Company ensures optimization of cash through fund planning and robust cash management practices.
(i) Interest Rate Risk
Interest rate risk refers to the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. There is no interest rate risk as the Company did not have borrowings at the end of the current and previous year.
(ii) Price risk
The Company invests its surplus funds in fixed deposits, Commercial papers, Certificate of deposits and nonconvertible debentures. There is no exposure of price risk on such instruments.
The Company is also exposed to equity/ preference shares price risk arising from investments held by the Company and classified in the balance sheet either as fair value through OCI or at fair value through profit or loss (refer note 7(b)). To manage its price risk arising from investments in equity/ preference shares, the Company diversifies its portfolio. Diversification of the portfolio is done in accordance with the limits set by the Company.
(iii) Foreign currency risk
The Indian Rupee is the Company's most significant currency. As a consequence, the Company's results are presented in Indian Rupee and exposures are managed against Indian Rupee accordingly. Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes in foreign exchange rates. The Company's exposure to the risk of changes in foreign exchange rates relates primarily to the Company's operating activities and investing activities (when revenue, expense and Property, Plant and Equipment is denominated in a foreign currency).
The Company's exposure to foreign currency changes for all other currencies is not material. The above sensitivity analysis is based on a reasonably possible change in the under-lying foreign currency against the functional currency while assuming all other variables to be constant.
Based on the movements in the foreign exchange rates historically and the prevailing market conditions as at the reporting date, the Company's management has concluded that the above mentioned rates used for sensitivity are reasonable benchmarks.
Credit risk is the risk that counterparty will not meet its obligations under a financial instrument or contract, leading to a financial loss. The Company is exposed to credit risk from its operating activities (primarily trade receivables) including deposits with banks. Management has a credit policy in place and the exposure to credit risk is monitored on an ongoing basis. The Company applies expected credit loss (ECL) model on financial assets measured at amortised cost e.g., loans, debt securities, deposits, trade receivables and bank balance. Cash and cash equivalents are also subject to the 22g impairment requirement of Ind AS 109, the identified impairment loss was immaterial.
All of the entity's investments and loans at amortised cost are considered to have low credit risk, and the loss allowance recognised during the period was therefore limited to 12 months expected losses. Management considers instruments to be low credit risk when they have a low risk of default and the issuer has a strong capacity to meet its contractual cash flow obligations in the near term.
(i) Trade receivables
The Company is exposed to credit risk in the event of non-payment by customers. Customer credit risk is managed subject to the Company's established policy, procedures and control relating to customer credit risk management. An impairment analysis is performed at each reporting date by grouping the receivables in homogeneous group. The calculation is based on lifetime expected credit losses.
(ii) Other investments (excluding loans to related parties)
All of the entity's other investments (preference shares, commercial papers, and security deposits) at amortised cost are considered to have low credit risk, and the loss allowance recognised during the year was therefore limited to 12 months' expected losses. Management consider 'low credit risk' for listed instruments to be an investment grade credit rating with at least one major rating agency. Other instruments are considered to have low credit risk when they have a low risk of default and the issuer has a strong capacity to meet its contractual cash flow obligations in the near term.
(iii) Loan to related parties
The Company considers the probability of default upon initial recognition of loan and whether there has been a significant increase in credit risk on an ongoing basis throughout each reporting period. To assess whether there is a significant increase in credit risk, the Company compares the risk of a default occurring on the loan as at the reporting date with the risk of default as at the date of initial recognition. It considers available reasonable and supportive forwarding-looking information (refer note 45).
(iv) Other financial assets
Credit risk from balances with banks and financial institutions is managed by the Company's treasury department in accordance with the Company's policy. Investment of surplus funds is made only with banks of high repute.
(v) Financial Guarantees
The Company acting as a Lending Service Provider (LSP) has entered into arrangement with various NBFC/Banks (Lenders) to facilitate distribution of loans through its mobile and web applications to borrowers. In certain cases, the Company also provides collection services to lenders. The loans are distributed by the lenders directly to the borrowers as per the applicable regulatory guidelines.
For certain portfolio of loans, the Company provides DLG as per the Digital Lending Guidelines wherein losses incurred by the lenders on such portfolios up to the amount of DLG is compensated by the Company. Such financial guarantees are agreed in the contracts with the lenders and capped up to the extent of permissible limit in line with Reserve Bank of India (RBI) Digital Lending Guidelines.
For this purpose, the Company has created a lien against the corresponding amount of fixed deposit as collateral against the financial guarantees issued as per the terms agreed with the Lenders.
Exposure on financial guarantee
The Company categorises the loans facilitated by it as merchant loans or personal loans and determines its exposure on the financial guarantees given on the basis of empirical trend of losses incurred in the respective categories. For this purpose, the Company considers loss to have been incurred in all cases when the borrower becomes 90 days past due on its contractual payments net of subsequent recoveries and determines ECL on the basis of methodology as discussed under the accounting policy (refer note 2.2(l))
The Company's objectives while managing capital is to safeguard its ability to continue as a going concern and to generate adequate returns for its shareholders and ensuring benefits for other stakeholders. The key objective of the Company's capital management is to ensure that it maintains a stable capital structure with the focus on total equity, uphold investor; creditor and customer confidence, and ensure future development of its business activities. The Company manages its capital structure and makes adjustments to it, in light of changes in economic conditions or its business requirements.
Company's capital management objective is to remain majorly a debt-free Company till the time it achieves break-even. In order to meet this objective, Company meets anticipated funding requirements for developing new businesses, expanding its geographical base, entering in to strategic mergers and acquisitions and other strategic investments, by issuance of equity capital together with cash generated from Company's operating and investing activities. The Company utilizes certain working capital facilities in the form of short term bank overdraft to meet anticipated interim working capital requirements.
No changes were made in the objectives, policies or processes for managing capital during the year ended March 31, 2026 and March 31, 2025.
The Company is engaged in different business units including payment services, financial services and others and marketing services. The Board of Directors (Chief Operating Decision Maker "CODM") reviews the information at the revenue level and does not allocate operating costs and expenses, assets and liabilities across business units, as the CODM does not use such information to allocate resources or evaluate the performance of the business units. The way the CODM reviews the performance, management of the Company has concluded that it constitutes a single segment as per Ind AS 108 'Operating Segments'. Hence, no separate disclosure is required for segments.
The Company has revenues primarily from customers domiciled in India. Substantially all of the Company's non-current operating assets are domiciled in India.
There are no customers which constitutes more than 10% of the total revenue for the current and previous year.
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35. On November 21, 2025, the Government of India notified provisions of the Code on Wages, 2019, the Industrial Relations Code, 2020, the Code on Social Security, 2020, and the Occupational Safety, Health and Working Conditions Code, 2020 (collectively, the "Labour Codes"), which consolidate twenty-nine existing labour laws into a unified framework governing employee benefits during employment and post-employment. The Labour Codes introduce several changes, including a uniform definition of wages and enhanced leave-related benefits. The Company has assessed the financial implications of these changes, which have resulted in an incremental expense (net) of INR 11 for the year ended March 31, 2026. The Company continues to monitor developments relating to the Labour Codes and will evaluate the impact, if any, on the remeasurement of liabilities pertaining to employee benefits.
The Company has established a comprehensive system of maintenance of information and documents as required by the transfer pricing legislation under sections 92-92F of the Income Tax Act, 1961. For this purpose, the Company has appointed independent consultants for conducting Transfer Pricing Study. Management is of the opinion that its international transactions with associated enterprises have been undertaken at arm's length basis at duly negotiated prices on usual commercial terms. The transfer pricing study for the year ended March 31, 2025 has been completed which did not result in any material adjustment.
The Company has not earned net profit in three immediately preceding financial years, therefore, there was no amount as per Section 135 of the Act which was required to be spent on CSR activities in the current financial year by the Company. However, the Company has spent an amount of INR * (March 31, 2025: INR 2) as CSR expenditure.
During the year ended March 31, 2022, the Company had completed its initial public offer (IPO) of 8,51,16,278 equity shares of face value of INR 1 each at an issue price of INR 2,150 per share, comprising fresh issue of 3,86,04,651 shares and offer for sale of 4,65,11,627 shares by selling shareholders. The equity shares of the Company were listed on National Stock Exchange of India Limited (NSE) and BSE Limited (BSE) on November 18, 2021.
The Company had incurred INR 398 as IPO related expenses and allocated such expenses between the Company INR 180 and selling shareholders INR 218. Such amounts were allocated based on the agreement between the Company and selling shareholders and in proportion to the total proceeds of the IPO. Out of the Company's share of expenses of INR 180, INR 138 had been adjusted to securities premium.
- Net IPO proceeds which were un-utilised as at March 31, 2026, were temporarily invested in fixed deposits with scheduled commercial banks and in monitoring agency account.
- During the year ended March 31, 2026, the Company transferred an amount of INR 14 from the IPO proceeds bank account to its general-purpose bank account for utilisation and/or replenishment of funds already utilised during the quarter, in accordance with the objects of the offer as stated in the prospectus. The amount was utilised towards Margin Trading Facility ('MTF'), as investment in new business initiatives, aggregating to INR 14 and towards expansion activities amounting to INR *, primarily relating to various services availed for international expansion.
The above transactions are in compliance with the relevant provisions of the Foreign Exchange Management Act, 1999 (42 of 1999) and the Companies Act, 2013 and the transactions are not violative of the Prevention of MoneyLaundering act, 2002 (15 of 2003).
(i) (b) The Company has not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party)
with the understanding (whether recorded in writing or otherwise) that the Company shall: a. directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (Ultimate Beneficiaries) or b. provide any guarantee, security or the like on behalf of the ultimate beneficiaries.
(ii) As on March 31, 2026, and March 31, 2025, the Company had no outstanding borrowings from banks and financial institutions.
(i) Debt Service Coverage Ratio has not been computed for previous year as Earnings available for debt service was negative.
Total Debt = Borrowings Lease liabilities
Shareholder's Equity = Total Equity
Earning available for Debt Service = Profit/(Loss) for the year Depreciation and amortization expense Finance costs Property, plant and equipment and intangible assets written off Loss/(profit) on sale of property, plant and equipment (net)
Debt Service = Interest paid Repayment of term loan Principal elements of lease payments Total Sales = Revenue from operations
Total Purchase = Payment processing charges Marketing and promotional expenses Software, cloud and data centre expenses (Other expenses - Provision for advances - Loss allowance for financial assets - Trade receivables / advance written off - Goods and services tax expense off - Property, plant and equipment and intangible assets written off - Exchange differences (net))
Net Profit = Profit/(Loss) for the year
Working Capital = Current Assets - Current Liabilities
EBIT = Profit/(Loss) before exceptional items and tax Finance costs - Other income
Capital employed = Total Equity - Other intangible assets - Intangible assets under development Borrowings Lease liabilities
The Company does not hold any benami property and no proceedings have been initiated on or are pending against the Company under the Prohibition of Benami Property Transactions Act, 1988 (as amended in 2016) (formerly the Benami Transactions (Prohibition) Act, 1988 (45 of 1988)) and Rules made thereunder.
The Company has not been declared wilful defaulter by any bank or financial institution or government or any government authority.
The Company has complied with the number of layers prescribed under the Companies Act, 2013.
The Company has not entered into any scheme of arrangement which has an accounting impact on current year or previous year.
There is no income surrendered or disclosed as income during the current or previous year in the tax assessments under the Income Tax Act, 1961, that has not been recorded in the books of account.
The Company has not traded or invested in crypto currency or virtual currency during the current or previous year.
The Company does not have any investment property during the current or previous year. The Company has chosen cost model for its Property, Plant and Equipment and intangible assets and hence no revaluation was carried out for these assets.
The title deeds of all the immovable properties are held in the name of the Company during the current and previous year.
There are no charges or satisfaction which are yet to be registered with the Registrar of Companies beyond the statutory period.
The Company has not availed any borrowings from banks and financial institutions during the current year and previous year.
40. During the previous year ended March 31, 2025, the Company entered into agreements with Zomato Limited for sale of its movie ticketing and events businesses through transfer of 2 subsidiaries. The transaction was for a consideration of INR 2,014, resulting in a gain of INR 1,258 (net of transaction costs), disclosed as an exceptional item.
41. During the previous year ended March 31, 2025, the Company, together with its subsidiary and step-down subsidiary (namely Little Internet Private Limited and Nearbuy India Private Limited respectively), received a Show Cause Notice (""SCN"") dated February 27, 2025, from the Directorate of Enforcement, Government of India. The SCN alleged contraventions of certain provisions of the Foreign Exchange Management Act, 1999 (FEMA), and the rules and regulations framed thereunder.
The alleged contraventions inter-alia primarily pertains to certain investments made by the Company in those subsidiaries in earlier years and equity raised by the subsidiaries. The alleged contraventions include periods when Little Internet Private Limited and Nearbuy India Private Limited were not subsidiaries of the Company. The aggregate value of the contraventions included in the SCN is approximately INR 611.
Till December 31, 2025, the RBI compounded matters having aggregate value of approximately INR 21 relating to Nearbuy India Private Limited. Further, based on the application and additional steps taken by the Company and its subsidiaries, RBI had observed that the matters having aggregate value of approximately INR 485 were in compliance with applicable laws.
During the year ended March 31, 2026, the Reserve Bank of India ("RBI") has compounded the matters having aggregate value of approximately INR 33 for the Company.
42. The Company has used accounting software and third-party systems for maintaining its books of account which has a feature of recording audit trail (edit log) facility and the same has operated throughout the financial year for all relevant transactions recorded in the software.
Further, no instance of audit trail feature being tampered with was noted in respect of the above accounting software(s) where the audit trail has been enabled and the audit trail has been preserved by the Company as per the statutory requirements for record retention, to the extent it was enabled and recorded in those years.
43. Pursuant to the Master Direction on Regulation of Payment Aggregators (PA) issued by the Reserve Bank of India (RBI), vide its circular dated September 15, 2025 ('RBI Guidelines'), the Company, effective midnight of November 30, 2025, transferred its' Offline merchant payment aggregator business to its wholly owned subsidiary, Paytm Payments Services Limited (PPSL) on a slump sale basis for purchase consideration of INR 975. Considering the transaction to be within the Group, this has not been disclosed as discontinued operations. Consequent to the aforesaid transfer, financial statements for the year ended March 31, 2026 are not comparable with the previous year.
44. During the year ended March 31, 2022, the Company had transferred online Payment Aggregator business to Paytm Payments Services Limited, a wholly owned subsidiary of the Company for a consideration of INR 284 for transfer of business based on the carrying value of the net assets of the business as on September 1, 2021 to be settled in five equal annual installments payable at the end of each year without any interest. The difference between present value of consideration and net assets amounting to INR 60 has been accounted as 'Deemed Investment'. As at year end the balance amounts to INR 55 (being classified as current) (March 31, 2025: 105 (INR 53 being current and INR 52 classified as non-current)).
45. As at March 31, 2026, the Company has loan outstanding in First Games Technology Private Limited (FGTPL), a Joint Venture (JV) of the Company. On April 28, 2025, the JV received show cause notice (SCN) from Directorate General of GST Intelligence proposed GST liability of INR 5,712 and penalties for the period from January 2018 to March 2023. The JV has filed a writ petition before the Hon'ble Supreme Court challenging the SCN, including on retrospective applicability of the GST amendment dated October 1, 2023, seeking interim relief and quashing of the SCN. Based on legal advice and external counsel's view, management believes that it seems to have a merit to succeed on this matter.
During the year, consequent to the enactment of the Promotion and Regulation of Online Gaming Act, 2025 (the Act), which prohibits online gaming, the Company has recorded an impairment loss against the aforesaid loan given to the JV of INR 169 (refer note 21).
46. On April 24, 2026, the Reserve Bank of India (RBI), through a press release, cancelled the banking license of Paytm Payments Bank Limited ("PPBL"). Consequently, on 25 April 2026, the shareholders of PPBL approved necessary resolutions to enable the winding-up of PPBL either, as instructed by the RBI, or voluntarily with the permission of RBI. The Company has no exposure to PPBL and does not maintain any material business arrangements or service partnerships with PPBL. Additionally, PPBL operates independently with no board or management involvement from the Company. There is no direct financial or operational impact on the Company arising from this development. Previously RBI had issued directions to PPBL on January 31, 2024 effectively restricting PPBL's normal business and Company had fully impaired its investment in PPBL as of March 31, 2024.
47. For impairment testing, the management has treated investment in PPBL as a separate CGU and there is no change in the composition of this CGU since previous estimate of its recoverable amount.
48. The Company has maintained proper books of account as required by the law, including the maintenance of back-up of the other books and papers maintained in electronic mode on servers physically located in India on a daily basis.
49. Effective current year, the Company has opted to present amounts in INR crores. Accordingly, corresponding previous year amounts have also been changed and presented in INR crores from being presented in INR millions earlier.