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NOTES TO ACCOUNTS

Credo Brands Marketing Ltd.

You can view the entire text of Notes to accounts of the company for the latest year
Market Cap. (₹) 745.61 Cr. P/BV 1.98 Book Value (₹) 57.61
52 Week High/Low (₹) 214/105 FV/ML 2/1 P/E(X) 10.91
Bookclosure 10/09/2025 EPS (₹) 10.46 Div Yield (%) 2.63
Year End :2025-03 

2.11 Provisions and contingencies

Provisions are recognised when the Company has a present
obligation (legal or constructive) as a result of a past event,
it is probable that the Company will be required to settle
the obligation, and a reliable estimate can be made of the
amount of the obligation.

The amount recognised as a provision is the best estimate
of the consideration required to settle the present obligation
at the end of the reporting period, taking into account the
risks and uncertainties surrounding the obligation. When
a provision is measured using the cash flows estimated
to settle the present obligation, its carrying amount is the

present value of those cash flows. (when the effect of the
time value of money is material)

Contingent liabilities are disclosed when there is a possible
obligation arising from past events, the existence of which
will be confirmed only by the occurrence or non occurrence
of one or more uncertain future events not wholly within the
control of the Company or a present obligation that arises
from past events where it is either not probable that an
outflow of resources will be required to settle or a reliable
estimate of the amount cannot be made.

2.12 Financial instruments

Financial assets and financial liabilities are recognised when
the Company becomes a party to the contractual provisions
of the instruments.

Financial assets and financial liabilities are initially measured
at fair value. Transaction costs that are directly attributable
to the acquisition or issue of financial assets and financial
liabilities (other than financial assets and financial liabilities
at fair value through profit or loss) are added to or deducted
from the fair value of the financial assets or financial
liabilities, as appropriate, on initial recognition. Transaction
costs directly attributable to the acquisition of financial
assets or financial liabilities at fair value through profit or
loss are recognised immediately in profit or loss.

2.13 Financial assets

All financial assets are recognised initially at fair value, plus
in the case of financial assets not recorded at fair value
through profit or loss (FVTPL), transaction costs that are
attributable to the acquisition of the financial asset. However,
trade receivables that do not contain a significant financing
component are measured at transaction price. Purchases
or sales of financial assets that require delivery of assets
within a time frame established by regulation or convention
in the marketplace (regular way trades) are recognised on
the trade date, i.e. the date that the Company commits to
purchase or sell the asset.

All recognised financial assets are subsequently measured in
their entirety at either amortised cost or fair value, depending
on the classification of the financial assets.

2.13.1 Classification of financial assets

The Company classifies its financial assets in the following
measurement categories:

- those to be measured subsequently at fair value
through other comprehensive income (FVOCI) or fair
value through profit and loss (FVTPL), and

- those measured at amortised cost.

The classification depends on the entity’s business model
for managing the financial assets and the contractual terms
of the cash flows.

For assets measured at fair value, gains and losses will
either be recorded in the Statement of Profit or Loss or
Other Comprehensive Income. For investments in debt
instruments, this will depend on the business model in
which the investment is held. For investments in equity
instruments, this will depend on whether the Company has
made an irrevocable election at the time of initial recognition
to account for the equity instrument at fair value through
Other Comprehensive Income.

The Company reclassifies debt investments when and
only when its business model for managing those assets
changes.

2.13.2 Subsequent measurement

Financial assets that are held for collection of contractual
cash flows, where those cash flows represent solely
payments of principal and interest, are measured at
amortised cost.

Financial assets that are held for collection of contractual
cash flows and for selling the financial assets, where the
asset’s cash flows represent solely payments of principal
and interest, are measured at FVOCI. All equity investments
are measured at fair value through other comprehensive
income, except for investments in subsidiary / associate
which is measured at cost. Changes in the fair value of
financial assets are recognised in Statement of Other
Comprehensive Income. In those cases, there is no
subsequent reclassification of fair value gains and losses to
Statement of profit and loss.

Financial assets that do not meet the criteria for amortised
cost or FVOCI are measured at FVTPL. A gain or loss on such
financial assets that are subsequently measured at FVTPL
and is recognised and presented net in the Statement of
profit and loss within other income in the period in which it
arises.

2.13.3 Impairment of financial assets

In accordance with Ind AS 109, the Company applies
Expected Credit Loss (ECL) model for measurement and
recognition of impairment loss on the following financial
assets and credit risk exposure:

(a) Financial assets that are debt instruments, and are
measured at amortised cost e.g., loans, debt securities,
deposits, and bank balance.

(b) Trade receivables.

The Company follows 'simplified approach’ for recognition
of impairment loss allowance on trade receivables which do
not contain a significant financing component.

The application of simplified approach does not require the
Company to track changes in credit risk. Rather, it recognises
impairment loss allowance based on lifetime ECLs at each

reporting date, right from its initial recognition.

For other financial assets carried at amortised cost the
Company assesses, on a forward looking basis, the expected
credit losses associated with such assets and recognises
the same in profit or loss.

2.13.4 Derecognition of financial assets
The Company derecognises a financial asset when the
contractual right to the cash flows from the financial asset
expire or it transfers substantially all risk and rewards
of ownership of the financial asset. A gain or loss on
such financial assets that are subsequently measured at
amortised cost is recognised in the Statement of Profit or
Loss when the asset is derecognised.

2.14 Financial liabilities and equity instruments

2.14.1 Classification of debt or equity

Debt and equity instruments issued by a Company entity
are classified as either financial liabilities or as equity
in accordance with the substance of the contractual
arrangements and the definitions of a financial liability and
an equity instrument.

2.14.2 Equity instruments

An equity instrument is any contract that evidences a
residual interest in the assets of an entity after deducting
all of its liabilities. Equity instruments issued by a Company
are recognised at the proceeds received, net of direct issue
costs.

2.15 Financial liabilities

All financial liabilities are subsequently measured at
amortised cost using the effective interest method or at
FVTPL. (fair value through profit or loss)

2.15.1 Initial recognition and measurement

Financial liabilities are classified, at initial recognition, as
financial liabilities at fair value through profit or loss or at
amortised cost (loans and borrowings, and payables). All
financial liabilities are recognised initially at fair value and,
in the case of loans and borrowings and payables, net of
directly attributable transaction costs.

2.15.2 Subsequent measurement

After initial recognition, interest-bearing loans and
borrowings are subsequently measured at amortised cost
using the EIR method. Gains and losses are recognised
in Statement of Profit and Loss when the liabilities are
derecognised. Amortised cost is calculated by taking into
account any discount or premium on acquisition and
fees or costs that are an integral part of the EIR. The EIR
amortisation is included as finance costs in the Statement of
Profit and Loss. This category generally applies to interest¬
bearing loans and borrowings.

2.15.3 Derecognition

A financial liability is derecognised when the obligation under
the liability is discharged or cancelled or expires. When an
existing financial liability is replaced by another from the
same lender on substantially different terms, or the terms
of an existing liability are substantially modified, such an
exchange or modification is treated as the derecognition of
the original liability and the recognition of a new liability. The
difference in the respective carrying amounts is recognised
in the Statement of Profit and Loss.

2.15.4 Offsetting of financial instruments

Financial assets and financial liabilities are offset, and the
net amount is reported in the Balance Sheet if there is a
currently enforceable legal right to offset the recognised
amounts and there is an intention to settle on a net basis,
to realise the assets and settle the liabilities simultaneously.

2.16 Cash and cash equivalents

Cash and cash equivalents includes cash and cheques on
hand, current accounts and fixed deposits accounts with
banks with original maturities of three months or less that
are readily convertible to known amounts of cash (other
than on lien) and which are subject to an insignificant risk of
changes in value and book overdrafts. Bank overdrafts are
shown within borrowings in current liabilities in the balance
sheet.

2.16.1 Statements of cash flows

Cash flows are reported using the indirect method, where by
net profit before tax is adjusted for the effects of transactions
of a non-cash nature, any deferrals or accruals of past or
future operating cash receipts or payments and item of
income or expenses associated with investing or financing
cash flows. The cash flows from operating, investing and
financing activities are segregated.

2.17 Fair value measurement

Fair value is the price that would be received to sell an asset
or paid to transfer a liability in an orderly transaction between
market participants at the measurement date. A fair value
measurement assumes that the transaction to sell the asset
or transfer the liability takes place either in the principal
market for the asset or liability or in the absence of a principal
market, in the most advantageous market for the asset or
liability. The principal market or the most advantageous
market must be accessible to the Company. The fair value
of an asset or a liability is measured using the assumptions
that market participants would use when pricing the asset
or liability, assuming that market participants act in their
economic best interest. A fair value measurement of a non¬
financial asset takes into account a market participant's
ability to generate economic benefits by using the asset in

its highest and best use or by selling it to another market
participant that would use the asset in its highest and best
use. The Company uses valuation techniques that are
appropriate in the circumstances and for which sufficient
data are available to measure fair value, maximising the
use of relevant observable inputs and minimising the use of
unobservable inputs. All assets and liabilities for which fair
value is measured or disclosed in the Standalone Financial
Statements are categorised within the fair value hierarchy
based on the lowest level input that is significant to the fair
value measurement as a whole. The fair value hierarchy is
described as below:

Level 1 - Quoted (unadjusted) prices in active markets for
identical assets or liabilities.

Level 2 - Other techniques for which all inputs which have a
significant effect on the recorded fair value are observable,
either directly or indirectly.

Level 3 - Techniques which use inputs that have a significant
effect on the recorded fair value that are not based on
observable market data.

For assets and liabilities that are recognised in the
Standalone Financial Statements at fair value on a recurring
basis, the Company determines whether transfers have
occurred between levels in the hierarchy by reassessing
categorisation at the end of each reporting period.

For the purpose of fair value disclosures, the Company has
determined classes of assets and liabilities on the basis of
the nature, characteristics and risks of the asset or liability
and the level of fair value hierarchy. Fair values have been
determined for measurement and / or disclosure purpose
using methods as prescribed in "Ind AS 113 Fair Value
Measurement".

2.18 Revenue recognition

The Company’s revenue majorly represents revenue from
sale of garments. The Company sells garments through
own stores and to business partners such as distributors,
franchisees, large format stores and E-Commerce.

Revenue towards satisfaction of a performance obligation
i.e. sale of traded goods is measured at the amount of
transaction price (net of variable consideration) allocated to
that performance obligation. The transaction price of goods
sold and services rendered is net of variable consideration
on account of various discounts and schemes offered by the
Company as part of the contract.

2.18.1 Sale of goods

The Company derives revenue from sale of goods and revenue
is recognised upon transfer of control of promised goods to
customers in an amount that reflects the consideration the
Company expects to receive in exchange for those goods.
To recognise revenues, the Company applies the following

five step approach:

(1) identify the contract with a customer,

(2) identify the performance obligations in the contract,

(3) determine the transaction price,

(4) allocate the transaction price to the performance
obligations in the contract, and

(5) recognise revenues when a performance obligation is
satisfied.

The Company has concluded that it is principal in its revenue
arrangements, because it typically controls the goods or
services before transferring them to the customer.

The Company has concluded with respect to arrangements
with its business partners, where the Company has
an unconditional right relating to unsold inventory, the
Company has concluded that these arrangements are also
on principal to principal basis as the control is passed or
right of consideration is established.

The transfer of control of promised goods as above, generally
coincides with the delivery of goods and collection of tender
to / from customers.

- For business partner acting as principal, revenue is
recognised upon sale to business partner.

Sales are recognised, net of returns and trade discounts,
rebates, and Goods and Services Tax (GST).

Under the Company’s standard contract terms, the Company
may calls for return goods at the end of the seasons as per
Company’s policy. At the point of sale, a refund liability and a
corresponding adjustment to revenue is recognised for those
products expected to be returned. At the same time, the
Company has a right to recover the product when the return
occurs; consequently, the Company recognises a right-to-
returned-goods asset with a corresponding adjustment to
cost of sales. The Company uses its accumulated historical
experience to estimate the number of returns on a seasonal
basis using the expected value method. It is considered
highly probable that a significant reversal in the cumulative
revenue recognised will not occur given the consistent level
of returns over previous years.

The Company under the schemes gives discount to its retail
customers. Based on market trends, competitiveness in
pricing, etc, the Company also negotiates and gives discount
to its business partners / franchisee’s. These are reduced
from the revenue being variable considerations.

The Company operates a loyalty program through which
retail customers accumulate points on purchases of
apparels that entitle them to discounts on future purchases.
These points provide a discount to customers that they
would not receive without purchasing the apparels (i.e. it is
a material right). The promise to provide the discount to the

customer is therefore a separate performance obligation.
The transaction price is allocated between the sale of
apparels and the rights related to the loyalty points on a
relative stand-alone selling price basis. The stand-alone
selling price per point is estimated based on the discount to
be given when the points are redeemed by the customer and
the likelihood of redemption, as evidenced by the Company’s
historical experience. A contract liability is recognised
for revenue relating to the loyalty points at the time of the
initial sales transaction. Revenue from the loyalty points is
recognised when the points are redeemed by the customer.
Revenue for points that are not expected to be redeemed is
recognised in proportion to the pattern of rights exercised by
customers.

2.18.2 Interest income

Interest income from a financial asset is recognised when
it is probable that the economic benefits will flow to the
Company and the amount of income can be measured
reliably. Interest income is accrued on a time basis, by
reference to the principal outstanding and at the effective
interest rate applicable, which is the rate that exactly
discounts estimated future cash receipts through the
expected life of the financial asset to that asset’s net carrying
amount on initial recognition.

2.18.3 Other income

Other incomes are accounted on accrual basis and except
interest on delayed payment by debtors which are accounted
on acceptance of the Company’s claim.

2.19 Foreign currency Transactions and balances

Transactions in foreign currency are translated into the
functional currency using the exchange rates prevailing at
the dates of the transactions. Foreign exchange gains and
losses resulting from the settlement of such transactions
and from the translation at the exchange rates prevailing at
reporting date of monetary assets and liabilities denominated
in foreign currencies are recognised in the profit or loss and
reported within foreign exchange gains / (losses).

2.20 Employee benefits

Company’s Employee benefit obligations include Short¬
term obligations and Post-employment obligations which
includes gratuity plan and contributions to provident fund.

2.20.1 Short-term obligations

Liabilities for wages and salaries, including non-monetary
benefits that are expected to be settled wholly within 12
months after the end of the period in which the employees
render the related service which are recognised in respect of
employees services up to the end of the reporting period and
are measured at the amounts expected to be paid when the
liabilities are settled. The liabilities are presented as current
employee benefit obligations in the balance sheet.

2.20.2 Post-employment obligations
Defined benefit plans

The Company has defined benefit plan namely gratuity,
which is unfunded. The liability or asset recognised in the
balance sheet in respect of gratuity plan is the present value
of the defined benefit obligation at the end of the reporting
period. The defined benefit obligation is calculated annually
by actuary using the projected unit credit method.

The present value of the defined benefit obligation is
determined by discounting the estimated future cash
outflows by reference to market yields at the end of the
reporting period on government bonds that have terms
approximating to the terms of the related obligation.

The interest cost is calculated by applying the discount rate
to the balance of the defined benefit obligation. This cost is
included in employee benefit expense in the statement of
profit and loss.

Re-measurement gains and losses arising from experience
adjustments and changes in actuarial assumptions are
recognised in the period in which they occur, directly in
other comprehensive income. They are included in retained
earnings in the statement of changes in equity and in the
balance sheet.

Changes in the present value of the defined benefit obligation
resulting from plan amendments or curtailments are
recognised immediately in profit or loss as past service cost.
Defined contribution plans

The defined contribution plan is a post-employment
benefit plan under which the Company contributes fixed
contribution to a Government Administered Fund and
will have no obligation to pay further contribution. The
Company’s defined contribution plan comprises of Provident
Fund, Labour Welfare Fund, Employee State Insurance
Scheme and Employee Pension Scheme. The Company’s
contribution to defined contribution plans are recognised in
the Statement of Profit and Loss in the period in which the
employee renders the related service.

2.21 Share-based payment to employees
Equity-settled share-based payments to employees
providing similar services are measured at the fair value of
the equity instruments at the grant date. Details regarding
the determination of the fair value of equity-settled share-
based transactions are set out in Note No. 37.

The fair value determined at the grant date of the equity-
settled share-based payments is expensed on a straight¬
line basis over the vesting period, based on the Company’s
estimate of equity instruments that will eventually vest,
with a corresponding increase in equity. At the end of each
reporting period, the Company revises its estimate of the

number of equity instruments expected to vest. The impact
of the revision of the original estimates, if any, is recognised
in profit or loss such that the cumulative expense reflects
the revised estimate, with a corresponding adjustment to the
equity-settled employee benefits reserve.

2.22 Taxation

Income tax expense represents the sum of the current tax
and deferred tax.

2.22.1 Current tax

The current tax is based on taxable profit for the year.
Taxable profit differs from 'Profit Before Tax’ as reported in
the statement of profit and loss because of items of income
or expense that are taxable or deductible in other years and
items that are never taxable or deductible. The Company’s
current tax is calculated using tax rates applicable for the
respective period.

2.22.2 Deferred tax

Deferred tax is recognised on temporary differences
between the carrying amounts of assets and liabilities
in the Standalone Financial Statements and their tax
bases. Deferred tax liabilities are recognised for all taxable
temporary differences. Deferred tax assets are recognised
for all deductible temporary differences and incurred tax
losses to the extent that it is probable that taxable profits will
be available against those deductible temporary differences
can be utilised. Such deferred tax assets and liabilities are
not recognised if the temporary difference arises from the
initial recognition (other than in a business combination) of
assets and liabilities in a transaction that affects neither the
taxable profit nor the accounting profit.

The carrying amount of deferred tax assets is reviewed at
the end of each reporting period and reduced to the extent
that it is no longer probable that sufficient taxable profits will
be available to allow all or part of the asset to be recovered.
Deferred tax liabilities and assets are measured at the tax
rates that are expected to apply in the period in which the
liability is settled or the asset realised, based on tax rates
(and tax laws) that have been enacted or substantively
enacted by the end of the reporting period.

The measurement of deferred tax liabilities and assets
reflects the tax consequences that would follow from the
manner in which the Company expects, at the end of the
reporting period, to recover or settle the carrying amount of
its assets and liabilities.

Deferred tax assets and liabilities are offset when there is
a legally enforceable right to offset current tax assets and
liabilities and when the deferred tax balances relate to the
same taxation authority. Current tax assets and tax liabilities
are offset where the entity has a legally enforceable right to

offset and intends either to settle on a net basis, or to realise
the asset and settle the liability simultaneously.

2.22.3 Current and deferred tax for the year

Current and deferred tax are recognised in profit or loss,
except when they relate to items that are recognised in other
comprehensive income or directly in equity, in which case,
the current and deferred tax are also recognised in other
comprehensive income or directly in equity respectively.

2.23 Segment Reporting

Operating segments are reported in a manner consistent
with the internal reporting provided to the chief operating
decision-maker. The chief operating decision-maker, who
is responsible for allocating resources and assessing
performance of the operating segments, has been identified
as the Board of Directors that makes strategic decisions.

2.24 Earnings per share

Basic earnings per share is computed by dividing the profit
/ (loss) for the year attributable to the shareholders of
the Company by the weighted average number of equity
shares outstanding during the year. Diluted earnings per
share is computed by dividing the profit / (loss) for the year
attributable to the shareholders of the Company as adjusted
for dividend, interest and other charges to expense or income
(net of any attributable taxes) relating to the dilutive potential
equity shares, by the weighted average number of equity
shares considered for deriving basic earnings per share
and the weighted average number of equity shares which
could have been issued on the conversion of all dilutive
potential equity shares. Potential equity shares are deemed
to be dilutive only if their conversion to equity shares would
decrease the net profit per share from continuing ordinary
operations. Potential dilutive equity shares are deemed
to be converted as at the beginning of the period, unless
they have been issued at a later date. The dilutive potential
equity shares are adjusted for the proceeds receivable had
the shares been actually issued at fair value (i.e. average
market value of the outstanding shares). Dilutive potential
equity shares are determined independently for each period
presented. The number of equity shares and potentially
dilutive equity shares are adjusted for share splits / reverse
share splits and bonus shares, as appropriate.

3 RECENT ACCOUNTING PRONOUNCEMENTS

Ministry of Corporate Affairs ("MCA") notifies new standards
or amendments to the existing standards under Companies
(Indian Accounting Standards) Rules as issued from time to
time. For the year ended March 31, 2025, the management
has assessed that impact of the new amendments to the
existing standards or issuance of any new standard is
immaterial to the Company.

4 USE OF ESTIMATES AND CRITICAL ACCOUNTING
JUDGEMENTS

The preparation of Financial Information requires
the management to make judgments, estimates and
assumptions that affect the application of accounting
policies and the reported amounts of assets, liabilities,
income and expenses. Actual results may differ from these
estimates. Such judgments, estimates and associated
assumptions are evaluated based on historical experience
and various other factors, including estimation of the
effects of uncertain future events, which are believed to be
reasonable under the circumstances.

Estimates and underlying assumptions are reviewed on
a periodic basis. Revisions to accounting estimates are
recognised in the period in which the estimates are revised
and in any future periods affected.

In particular, information about significant areas of
estimation, uncertainty and critical judgments in applying
accounting policies that have the most significant effect
on the amounts recognised in the Financial Information are
disclosed below.

4.1 Property, plant and equipment and Intangible assets

The charge in respect of periodic depreciation is derived
after determining an estimate of an asset’s expected useful
life. The useful lives of the Company’s assets are determined
by the management at the time the asset is acquired and
reviewed periodically, including at each financial year end.
The lives are based on historical experience with similar
assets as well as anticipation of future events, which may
impact their life, such as changes in technology etc.

4.2 Leases

The Company determines the lease term in accordance with
Ind AS 116 which requires lessees to determine the lease
term as the non-cancellable period of a lease adjusted
with any option to extend or terminate the lease, if the use

of such option is reasonably certain. The Company makes
an assessment on the expected lease term on a lease-by¬
lease basis and thereby assesses whether it is reasonably
certain that any options to extend or terminate the contract
will be exercised. In evaluating the lease term, the Company
considers factors such as any significant leasehold
improvements undertaken over the lease term, costs relating
to the termination of the lease and the importance of the
underlying asset to Company’s operations.

4.3 Inventories

The Company considers year and seasonality to which
inventory pertains for determining net realisable value for
old inventories. Such old inventories are marked down to
its estimated realisable value based on amount which the
Company has been able to realise on sale of old inventory.
The management applies judgement in determining the
appropriate provisions for slow moving and / or obsolete
stock, based on the analysis of old season inventories, past
experience, current trend and future expectations for these
inventories, depending upon the category of goods.

4.4 Employee benefits

The cost of the defined benefit plan is determined by
actuarial valuations using the projected unit credit method.
An actuarial valuation involves making various assumptions
that may differ from actual developments in the future.
These include determination of discount rates, future
salary increases, attrition and mortality rates. Due to the
complexities involved in the valuation and its nature, a defined
benefit is highly sensitive to change in these assumptions.
All assumptions are reviewed at each reporting period.

4.5 Provision for sales return

The Company recognises a provision for sales returns
based on seasonal trends observed in prior years. This
provision is reviewed periodically to ensure its continued
relevance in light of changing market conditions, based on
management’s assessment.

Note:

During the current financial year, KAPS Mercantile Private Limited ("KMPL", a wholly owned subsidiary of the Company) had
filed an application for striking off it’s name from the Register of Companies, under Section 248(2) of the Companies Act, 2013,
on January 21,2025. Subsequently, the name of KMPL has been struck off from the Register of Companies w.e.f. April 23, 2025
as per the Form STK-7 received by the Company and KMPL is hence dissolved subsequent to the balance sheet date.

The value of the Investment held by the Company in KMPL, has already been fully impaired in the financial year 2022-23. Hence,
there would be no financial impact in the books of account of the Company, although the investment shall be written off in the
books of accounts in financial year 2025-26 being the year in which the actual Form STK-7 has been received giving effect to
the Strike Off and dissolution of KMPL.

(iii) The Company recognises allowance for expected credit loss on trade receivables, which are assessed for credit risk on
individual basis.

(iv) The management has established a credit policy under which customers are analysed for their creditworthiness.

(v) Trade receivables have been pledged against secured term loan and cash credit facility (Refer note 18)

(vi) There were no receivables due from directors or any of the officers of the Company.

(vii) No single customer represents 10% or more of the Company's total revenue for the year ended March 31,2025 and 2024,
respectively.

(viii) Generally, customers remit sales consideration without specifying particular invoices in respect of which such remittances
are being made. Hence, such receipts from the customers are adjusted against their trade receivables on First in First out
(FIFO) basis.

(ix) There are no disputed trade receivables as at March 31,2025 and March 31,2024.

(x) Relationship with Struck off Companies: During the current financial year, Company doesn't have any transactions and
outstanding balances with struck off Companies.

e. Rights, preferences and restrictions attached to equity shares

The Company has only one class of equity shares having a par value of ' 2 each (Refer note 16 g). Each holder
of equity shares is entitled to one vote per share. In the event of liquidation of the Company, holder of equity
shares will be entitled to receive remaining assets of the Company after distribution of all preferential amount.
The distribution will be in proportion to the number of equity shares held by the shareholders. The dividend
proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual
General Meeting, except in case of interim dividend.

f. Bonus-issue of equity shares

The Company has allotted 96,45,282 fully paid-up shares of face value ' 10 each on April 07, 2023, pursuant
to bonus issue approved by the shareholders in the Extraordinary General Meeting dated February 14, 2023.
For the bonus issue, bonus share of three equity share for every one equity shares held, has been allotted.

g. Sub-division of equity shares

The Shareholders in their Extraordinary General Meeting dated April 18, 2023 approved sub-division of each
authorised and issued equity shares of face value ' 10 into five equity shares of face value of ' 2 each.

(i) The Company has assessed all its pending litigation and proceedings and has adequately provided where provision are
required. The Company has disclosed contingent liabilities wherever applicable. The resolution of these legal proceedings
is not likely to have a material and adverse effect on the results of operations or the financial position of the Company.

(ii) Other matters includes:

a) Bonus liability amounting to ' 3.87 millions for the 2014-15 is pending for settlement with judiciary authorities.

b) The vendors have raised claims amounting to ' 3.71 (as at March 31, 2024'3.74 millions) on account of non¬
payment in accordance with the terms of the respective contracts. The Company has contested these claims,
asserting that the vendors have not complied with certain contractual terms. The matters are currently pending
before the appropriate jurisdictional authorities.

(iii) Apart from the commitments disclosed above, the Company has no financial commitments other than those in the nature
of regular business operations.

(iv) The Company did not have any long-term contracts including derivative contracts for which there were any material
foreseeable losses.

(v) Bank guarantee amounting to ' 27.50 millions given to Bombay Stock Exchange (BSE) in relation to Initial Public Offer
(IPO).

34 SEGMENT REPORTING

The Company is primarily engaged in the business of retailing of men’s casual wear under its Brand MUFTI, which in the
terms of Ind AS 108 on 'Operating Segments’, constitutes a single reporting business segment.

There are no material individual markets outside India and hence the same is not disclosed for geographical segments
for the segment revenues or results or assets. During the year ended March 31,2025 and March 31,2024, revenue from
transactions with a single external customer did not amount to 10% or more of the Company’s revenues from the external
customers.

36 EMPLOYEE BENEFIT PLANS

Disclosure on Retirement Benefits as required in Indian Accounting Standard (Ind AS) 19 on "Employee Benefits" are given
below:

A. Defined Contribution Plan

The Company’s contribution to Provident & Other Funds is ' 4.42 millions for the year ended March 31,2025 (for the year
ended March 31,2024:
' 4.43 millions), has been recognised in the Statement of Profit and Loss under the head employee
benefit expense.

B. Defined Benefit Plan:

Gratuity

(a) The Company offers to its employees unfunded defined-benefit plan in the form of a gratuity scheme. Benefits under the
unfunded defined-benefit plans are based on years of service and the employees' compensation (immediately before
retirement). Benefits payable to eligible employees of the Company with respect to gratuity, a defined benefit plan is
accounted for on the basis of an actuarial valuation as at the balance sheet date.

(b) This plan typically exposes the Company to actuarial risks such as: interest rate risk, longevity risk and salary risk.
Interest Risk

A fall in the discount rate which is linked to the G.Sec. Rate will increase the present value of the liability requiring higher
provision.

Mortality risk:

Since the benefits under the plan is not payable for life time and payable till retirement age only, plan does not have any
longevity risk.

Salary Risk:

The present value of the defined benefit plan liability is calculated by reference to the future salaries of members. As such,
an increase in the salary of the members more than assumed level will increase the plan's liability.

Asset Liability Matching Risk:

The plan faces the ALM risk as to the matching cash flow. entity has to manage pay-out based on pay as you go basis
from own funds.

(c) Significant Actuarial Assumptions

The significant actuarial assumptions used for the purposes of the actuarial valuations were as follows:

I. The sensitivity analysis have been determined based on reasonably possible changes of the respective assumptions
occurring at the end of the reporting period, while holding all other assumptions constant. The sensitivity analysis
presented above may not be representative of the actual change in the Defined Benefit Obligation as it is unlikely that
the change in assumptions would occur in isolation of one another as some of the assumptions may be correlated.
Furthermore, in presenting the above sensitivity analysis, the present value of the Defined Benefit Obligation has been
calculated using the projected unit credit method at the end of the reporting period, which is the same method as applied
in calculating the Defined Benefit Obligation as recognised in the balance sheet.

II. There was no change in the methods and assumptions used in preparing the sensitivity analysis from prior years.

37 SHARE-BASED PAYMENTS

A. Credo stock option plan 2020

a. The shareholders of the Company, vide special resolution dated November 05, 2020, authorised the Board to grant options
under one or more stock option plans. Pursuant to the said approval from the shareholders the Board adopted Credo stock
option plan 2020 and granted options to the permanent employees of the Company for the first time on November 06,
2020, second time on November 06, 2021 and third time on August 14, 2023.

The Company has used the Fair Value Method by applying Black and Scholes Option Pricing Model to measure share-
based payments plan.

b. Options granted would vest over a maximum period of 5 years, while the exercise period is 10 years from the date of grant.
Options vest on account of passage of time as well as on fulfilling certain performance criteria. The options exercised
would be settled in Equity.

c. There were no modification to the awards during the year ended March 31,2025. Grant 1 issued on November 06, 2020
has been fully exercised in the earlier years. Details and movement of the outstanding options as at the end of the financial
year are as follows:

40.3 Financial risk management objectives

Ensuring liquidity is sufficient to meet Company's operational requirements, the Company's management also monitors
and manages key financial risks relating to the operations of the Company by analysing exposures by degree and
magnitude of risks. These risks include market risk (including currency risk, interest risk and price risk), credit risk and
liquidity risk.

40.3.1 Market Risk

Market risk is the risk or uncertainty arising from possible market price movements and their impact on the future
performance of a business. Market risk includes currency risk, interest risk and price risk. There are no material market
risk affecting the financial position of the Company.

40.3.1.1 Currency Risk

Currency risk is the risk or uncertainty arising from possible currency movements and their impact on the future
cash flows of a business. There are no material currency risk affecting the financial position of the Company.

40.3.1.2 Interest Risk

Interest risk is the risk or uncertainty arising from possible interest rate movements and their impact on the
future obligation and cash flow of a business. There are no material interest risk affecting the financial position
of the Company.

40.3.1.3 Price Risk

Price risk is the risk or uncertainty arising from possible market price movements and their impact on the future
performance of a business. There are no material price risk affecting the financial position of the Company.

40.3.1.4 Foreign currency risk management

The Company undertakes transactions denominated in different foreign currencies and consequently exposed
to exchange rate fluctuations.

The carrying amounts of the Company’s foreign currency denominated monetary assets and monetary liabilities
at the end of the year are as follows.

40.3.2 Credit risk management

Credit risk is the risk that a counterparty will not meet its obligations under a financial instrument or customer
contract, leading to a financial loss. The Company is exposed to credit risk from its operating activities (primarily
trade receivables) and from its financing activities, including deposits with banks and other financial instruments.
The concentration of credit risk in relation to trade receivables is high. Credit risk has always been monitored
and managed by the Company through credit approvals, establishing credit limits and continuously monitoring
the credit worthiness of customers to which the Company grants credit terms in the normal course of business.
Bank balances are held with reputed and creditworthy banking institutions.

Financial instrument and cash deposit

Credit risk is limited as the Company generally invests in deposits with banks and financial institutions with
high credit ratings assigned by international and domestic credit rating agencies. Counterparty credit limits are
reviewed by the Company periodically and the limits are set to minimise the concentration of risks and therefore
mitigate financial loss through counterparty's potential failure to make payments.

40.3.3 Liquidity risk management

The Company manages liquidity risk by maintaining sufficient cash and cash equivalents including bank deposits
and availability of funding through an adequate amount of committed credit facilities to meet the obligations
when due. Management monitors rolling forecasts of liquidity position and cash and cash equivalents on the
basis of expected cash flows. In addition, liquidity management also involves projecting cash flows considering
level of liquid assets necessary to meet obligations by matching the maturity profiles of financial assets &
liabilities and monitoring balance sheet liquidity ratios.

The following tables detail the Company's remaining contractual maturity for its non-derivative financial
liabilities with agreed repayment periods. The information included in the tables have been drawn up based
on the undiscounted cash flows of financial liabilities based on the earliest date on which the Company can be
required to pay. The tables include both interest and principal cash flows. The contractual maturity is based on
the earliest date on which the Company may be required to pay.

(i) Directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of
the Company (Ultimate beneficiaries)

or

(ii) Provide any guarantee, security or the like to or on behalf of the ultimate beneficiaries.

(h) 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 it will,

(i) Directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of
the Company (ultimate beneficiaries)

or

(ii) Provide any guarantee, security or the like to or on behalf of the Ultimate beneficiaries.

(j) The Company does not have any such transaction which is not recorded in the books of accounts that has been surrendered
or disclosed as income during the period in the tax assessments under the Income Tax Act 1961.

(k) The Company has not entered into any scheme of arrangement which has an accounting impact on current period or
previous financial year.

(l) The Company has not traded or invested in crypto and virtual currency during the reporting periods.

(m) The Company has complied with the number of layers prescribed under the Companies Act, 2013, read with the Companies
(Restriction on number of layers) Rules, 2017.

(n) The borrowings obtained by the Company from banks have been applied for the purposes for which such borrowings were
taken.

43 DIVIDEND

(a) The Company has declared and paid dividend amounting to ' 32.48 millions during the year ended March 31, 2025.
(during the year ended March 31,2024, ' NIL)

(b) The Board of Directors has proposed a final dividend of ' 3 per share of face value of ' 2/- each for the financial year
2024-25, subject to the approval of the Shareholders in the ensuing Annual General Meeting.

44 Ministry of Corporate Affairs (MCA) vide its notification number G.S.R. 206(E) dated March 24, 2021 (amended from time
to time) in reference to the proviso to Rule 3 (1) of the Companies (Accounts) Amendment Rules, 2021, introduced the
requirement of only using such accounting software with effect from April 01, 2023 which has a feature of recording
audit trail of each and every transaction, creating an edit log of each change made in the books of account along with
the date when such changes were made and ensuring that the audit trail cannot be disabled. The Institute of Chartered
Accountants of India ("ICAI") issued an "Implementation guide on reporting on audit trial under rule 11(g) of the Companies
(Audit and Auditors) Rules, 2014 (Revised 2024 edition)" in February 2024 relating to feature of recording audit trail.

The Company has used an accounting software for maintaining its books of account which has a feature of recording
audit trail (edit log) facility, except that audit trail feature was not enabled at the database level in respect of an accounting
software to log any direct data changes.

Further, to the extent enabled, audit trail feature has operated throughout the year for all relevant transactions recorded
in the accounting software(s). Also, we did not come across any instance of audit trail feature being tampered with.
Additionally, the audit trail of prior year has been preserved by the Company as per the statutory requirements for record
retention to the extent it was enabled and recorded from October 01,2023.

45 CODE ON SOCIAL SECURITY

The Code on Social Security, 2020 ('Code') relating to employee benefits during employment and post-employment
benefits received Presidential assent in September 2020. The Code has been published in the Gazette of India. However,
the date on which the Code will come in to effect has not been notified. The Company will assess the impact of the Code
when it comes into effect and will record any related impact in the period when the Code becomes effective.

46 Figures for the previous year have been regrouped / reclassified wherever necessary to make them comparable.

For and on behalf of the Board of Directors

For M S K C & Associates LLP Credo Brands Marketing Limited

(Formerly known as M S K C & Associates) CIN: L18101MH1999PLC119669

Chartered Accountants
(Firm Registration No. 001595S/S000168)

Ojas D. Joshi Kamal Khushlani Poonam Khushlani

(Partner) (Chairman and Managing Director) (Whole-time Director)

(Membership No. 109752) DIN: 00638929 DIN: 01179171

Rasik Mittal Sanjay Kumar Mutha

(Chief Financial Officer) (Company Secretary)

(M. No. ACS15884)

Place: Mumbai Place: Mumbai

Date: May 22, 2025 Date: May 22, 2025

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