g. Provisions (other than for employee benefits),
Contingent liabilities and contingent assets

i. Provisions (other than for employee bene¬
fits)

A provision is recognised if, as a result of
a past event, the Company has a present
legal or constructive obligation that can be
estimated reliably, and it is probable that

an outflow of economic benefits will be
required to settle the obligation. Provisions
are determined by discounting the expected
future cash flows (representing the best
estimate of the expenditure required to settle
the present obligation at the balance sheet
date) at a pre-tax rate that reflects current
market assessments of the time value of
money and the risks specific to the liability.
The unwinding of the discount is recognised
as finance cost. Expected future operating
losses are not provided for.

ii. Contingent liabilities and contingent assets

A contingent liability exists when there is a
possible but not probable obligation, or a
present obligation that may, but probably
will not, require an outflow of resources, or
a present obligation whose amount can not
be estimated reliably. Contingent liabilities
do not warrant provisions, but are disclosed
unless the possibility of outflow of resources
is remote.

A contingent asset is a possible asset that
arises from past events and whose existence
will be confirmed only by the occurrence or
non-occurrence of one or more uncertain
future events not wholly within the control
of the entity. Contingent assets are not
recognised in the Standalone Financial
Statements. However, contingent assets
are assessed continually and if it is virtually
certain that an inflow of economic benefit
will arise, the asset and related income are
recognised in the period in which the change
occurs. A contingent asset is disclosed,
where an inflow of economic benefits is
probable.

h. Revenue

Revenue from contracts with customers is
recognised upon transfer of control of promised
goods/ services to customers at an amount that
reflects the consideration to which the Company
expect to be entitled for those goods/ services.

To recognise revenues, the Company applies the
following five-step approach:

- Identify the contract with a customer;

- I dentify the performance obligations in the
contract;

- Determine the transaction price;

- Allocate the transaction price to the
performance obligations in the contract; and

- Recognise revenues when a performance
obligation is satisfied.

i. Revenue from sale of products

Revenue towards satisfaction of performance
obligation is measured at amount of
consideration received or receivable net of
returns and allowances, trade discounts and
rebates, taking into account contractually
defined terms of payment excluding taxes or
duties collected on behalf of the government.

Goods and Service Tax (GST) is not received
by the Company in its own account. Rather,
it is tax collected on value added to the
commodity by the seller on behalf of the
government. Accordingly, it is excluded from
revenue.

The Company generally works on cash and
carry model.

ii. Loyalty points programmes

For customer loyalty programmes, the
fair value of the consideration received or
receivable in respect of the initial sale is
allocated between the loyalty points and the
other components of the sale. The amount
allocated to loyalty points is deferred and
is recognised as revenue when the loyalty
points are redeemed and the Company
has fulfilled its obligations to supply the
discounted products under the terms of the
programme or when it is no longer probable
that the award credits will be redeemed.

iii. Internet display charges

Income from internet display charges is
recognised on an accrual basis to the extent
that it is probable that the economic benefits
will flow to the Company and the revenue
from such services can be reliably measured.
The performance obligation is satisfied over
a time and payment is generally due within 30
to 60 days from satisfaction of performance
obligation.

iv. Service income

Service income arising from Brand & Platform
(Website) License usage is recognised on an

accrual basis and in accordance with the
agreement. The performance obligation is
satisfied over a time and payment is generally
due within 45 days from satisfaction of
performance obligation.

v. Preschool revenue

Revenue from royalty and sales of student
kit to franchisee schools is recognised on
accrual basis during the academic year.

vi. Contract balances

The Policy for Contract balances i.e. contract
assets, trade receivables and contract
liabilities is as follows:

a. Contract assets and trade receivables

The Company classifies its right
to consideration in exchange for
deliverables as either a receivable or as
unbilled revenue. A receivable is a right
to consideration that is unconditional
upon passage of time. Revenues in
excess of billings is recorded as unbilled
revenue and is classified as a financial
asset where the right to consideration
is unconditional upon passage of time.
Unbilled revenue which is conditional
is classified as other current asset.
Trade receivables and unbilled revenue
is presented net of impairment. Refer
to accounting policies of financial
assets in financial instruments -
initial recognition and subsequent
measurement.

b. Contract liabilities

A contract liability is the obligation
to deliver services to a customer for
which the Company has received
consideration or part thereof (or an
amount of consideration is due) from
the customer. If a customer pays
consideration before the Company
deliver services to the customer, a
contract liability is recognised when the
payment is made or the payment is due
(whichever is earlier). Contract liabilities
are recognised as revenue when the
Company performs under the contract.

i. Other Income

i. Recognition of interest income or expense

Interest income or expense is recognised
using the effective interest method.

The 'effective interest rate’ is the rate that
exactly discounts estimated future cash
payments or receipts through the expected
life of the financial instrument to:

- the gross carrying amount of the
financial asset; or

- the amortised cost of the financial
liability.

I n calculating interest income and expense,
the effective interest rate is applied to the
gross carrying amount of the asset (when
the asset is not credit-impaired) or to the
amortised cost of the liability. However, for
financial assets that have become credit-
impaired subsequent to initial recognition,
interest income is calculated by applying
the effective interest rate to the amortised
cost of the financial asset. If the asset is no
longer credit-impaired, then the calculation
of interest income reverts to the gross basis.

ii. Rental income

Rental income from sub-leasing activities is
recognised on an accrual basis based on the
underlying sub-lease arrangements.

j. Income tax

Income tax comprises current and deferred tax. It
is recognised in profit or loss except to the extent
that it relates to a business combination or to
an item recognised directly in equity or in other
comprehensive income.

i. Current tax

Current tax comprises the expected tax
payable or receivable on the taxable income
or loss for the year and any adjustment
to the tax payable or receivable in respect
of previous years. The amount of current
tax reflects the best estimate of the tax
amount expected to be paid or received after
considering the uncertainty, if any, related
to income taxes. It is measured using tax
rates (and tax laws) enacted or substantively
enacted by the reporting date.

Current tax assets and current tax liabilities
are offset only if there is a legally enforceable
right to set off the recognised amounts, and
it is intended to realise the asset and settle
the liability on a net basis or simultaneously.

ii. Deferred tax

Deferred tax is recognised in respect of
temporary differences between the carrying
amounts of assets and liabilities for financial
reporting purposes and the corresponding
amounts used for taxation purposes.
Deferred tax is also recognised in respect of
carried forward tax losses and tax credits.
Deferred tax is not recognised for:

- temporary differences arising on the
initial recognition of assets or liabilities
in a transaction that is not a business
combination and that affects neither
accounting nor taxable profit or loss at
the time of the transaction;

- temporary differences related to
investments in subsidiaries, associates
and joint arrangements to the extent
that the Company is able to control the
timing of the reversal of the temporary
differences and it is probable that they
will not reverse in the foreseeable future;
and

- taxable temporary differences arising
on the initial recognition of goodwill.

Deferred tax assets are recognised to the
extent that it is probable that future taxable
profits will be available against which they
can be used. The existence of unused tax
losses is strong evidence that future taxable
profit may not be available. Therefore,
in case of a history of recent losses, the
Company recognises a deferred tax asset
only to the extent that it has sufficient taxable
temporary differences or there is convincing
other evidence that sufficient taxable profit
will be available against which such deferred
tax asset can be realised. Deferred tax assets

- unrecognised or recognised, are reviewed
at each reporting date and are recognised/
reduced to the extent that it is probable/ no
longer probable respectively that the related
tax benefit will be realised.

Deferred tax is measured at the tax rates
that are expected to apply to the period when

the asset is realised or the liability is settled,
based on the laws that have been enacted or
substantively enacted by the reporting date.

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

Deferred tax assets and liabilities are offset
if there is a legally enforceable right to offset
current tax liabilities and assets, and they
relate to income taxes levied by the same
tax authority on the same taxable entity, or
on different tax entities, but they intend to
settle current tax liabilities and assets on a
net basis or their tax assets and liabilities will
be realised simultaneously.

k. Borrowing cost

Borrowing costs are interest and other costs
(including exchange differences relating to
foreign currency borrowings to the extent that
they are regarded as an adjustment to interest
costs) incurred in connection with the borrowing
of funds. Borrowing costs directly attributable
to acquisition or construction of an asset which
necessarily take a substantial period of time to
get ready for their intended use are capitalised
as part of the cost of that asset. Other borrowing
costs are recognised as an expense in the period
in which they are incurred.

l. Foreign currency transactions

Monetary assets and liabilities denominated in
foreign currencies are translated into the functional
currency at the exchange rate at the reporting
date. Non-monetary assets and liabilities that
are measured at fair value in a foreign currency
are translated into the functional currency at the
exchange rate when the fair value was determined.
Non-monetary assets and liabilities that are
measured based on historical cost in a foreign
currency are translated at the exchange rate at the
date of the transaction. Exchange difference are
recognised in profit and loss.

m. Cash and cash equivalents

Cash and cash equivalents in the Balance
Sheet comprise cash at banks and on hand and
short-term deposits with an original maturity
of three months or less, which are subject to an
insignificant risk of changes in value.

n. Leases

The Company evaluates if an arrangement
qualifies to be a lease as per the requirements
of Ind AS 116. Identification of a lease requires
significant judgment. The Company uses
significant judgement in assessing the lease
term (including anticipated renewals) and the
applicable discount rate.

The Company determines the lease term as the
non-cancellable period of a lease, together with
both periods covered by an option to extend the
lease if the Company is reasonably certain to
exercise that option, and periods covered by an
option to terminate the lease if the Company is
reasonably certain not to exercise that option in
assessing whether the Company is reasonably
certain to exercise an option to extend a lease,
or not to exercise an option to terminate a lease,
it considers all relevant facts and circumstances
that create an economic incentive for the
Company to exercise the option to extend the
lease, or not to exercise the option to terminate
the lease. The Company revises the lease term if
there is a change in the non-cancellable period of
a lease.

Company as a lessee

The Company recognises right-of-use asset
representing its right to use the underlying asset
for the lease term at the lease commencement
date. As per Ind AS 116, lease commencement
date is the date on which a lessor makes an
underlying asset available for use by a lessee. The
Company generally has two types of leases, one
being leases for company owned physical stores
and other being the leases for warehouses of the
Company. In case of leases for company owned
physical stores, the Company recognises right
of use asset on the lease commencement date.
However, in case of leases for warehouses, lessor
provides a rent-free period to facilitate fitting
out and essential modifications to the assets to
make it available for use by the Company. The
assets cannot be used until the modifications are
completed, hence the Company recognises right-
of-use asset for warehouse leases on completion
of the initial rent free period i.e., the date on which
asset is available for use.

The cost of the right of use asset measured at
inception shall comprise of the amount of the
initial measurement of lease lability adjusted

for any lease payments made at or before the
commencement date less any lease incentives
received, plus any initial direct costs incurred and
an estimate of costs to be incurred by the lessee
in dismantling and removing the underlying asset
or restoring the underlying asset or site on which
it is located. The right-of use assets subsequently
measured at cost less any accumulated
amortisation, accumulated impairment losses,
if any and adjusted for any re-measurement
of the lease liability. The right of use asset is
depreciated in the straight line method from the
commencement date over the shorter of lease
term or useful life of right-of-use asset. Right-of
use assets are tested for impairment where there
any indication that their carrying amounts may
not be recoverable. Impairment loss, if any, is
recognised in the standalone statement of profit
and loss.

The Company measures the lease liability at
the present value of the lease payments that
are not paid at the commencement date of
the lease. The lease payments are discounted
using the interest rate implicit in the lease, if
that rate can be readily determined. If that rate
cannot be readily determined, the Company
uses incremental borrowing rate. For leases with
reasonably similar characteristics, the Company,
on a lease by lease basis, may adopt either the
incremental borrowing rate specific to the lease or
the incremental borrowing rate for the portfolio as
a whole. The lease payments shall include fixed
payments, variable lease payments, residual value
guarantees, exercise price of a purchase option
where the Company is reasonably certain to
exercise that option and payments of penalties for
terminating the lease, if the lease term reflects the
lessee exercising an option to terminate the lease.
The lease liability is subsequently re-measured
by increasing the carrying amount to reflect
interest on the lease liability, reducing the carrying
amount to reflect the lease payments made and
re-measuring the carrying amount to reflect any
reassessment or lease modifications or to reflect
revised in-substance fixed lease payments. Where
the carrying amount of the right-of-use asset is
reduced to zero and there is a further reduction
in the measurement of the lease liability, the
Company recognises any remaining amount of
the re-measurement in statement of profit and
loss.

Transition to Ind AS 116

The Ministry of Corporate Affairs (MCA) notified
IND AS 116, the new lease accounting standard
on 30 March 2019 and came Into force with effect
from 01 April 2019. IND AS 116 has replaced the
guidance in IND AS 17 "Leases". The effect ol
initially applying this standard is recognised at
date of initial application (i.e. 01 April 2019). Ind
AS 116 sets out the principles for the recognition
measurement, presentation and disclosure ol
leases for both lessees and lessors. It introduces a
single, on-balance sheet lease accounting model
for lessees.

The Company has applied IND AS 116 using the
modified retrospective approach.

Short-term leases and leases of low value assets

The Company applies the short-term lease
recognition exemption to its short-term leases (i.e.,
those leases that have a lease term of 12 months
or less from the commencement date and do not
contain a purchase option). It also applies the
lease of low-value assets recognition exemption
to leases that are considered to be low value.
Lease payments on short-term leases and leases
of low-value assets are recognised as expense on
a straight-line basis over the lease term.

Where the Company is the lessor

Leases in which the Company does not transfer
substantially all the risks and rewards ol
ownership of an asset is classified as an operating
lease. Assets subject to operating leases are
included in the property, plant and equipment.
Rental income on an operating lease is recognised
in the Statement of Profit and Loss on a straight¬
line basis over the lease term. Costs, including
depreciation, are recognised as an expense in the
Statement of Profit and Loss.

o. Earning per share

Basic earnings per share are calculated by dividing
the net profit and loss for the year attributable
to equity shareholders of the Company (after
deducting preference dividends and attributable
taxes) by the weighted average number of equity
and compulsorily convertible preference shares
outstanding during the year.

For the purpose of calculating diluted earnings
per share, the net profit and loss for the year
attributable to equity shareholders of the Company
and the weighted average number of shares

outstanding during the year are adjusted for the
effects of all dilutive potential equity shares.

p. Segment Reporting

Operating segments are reported in a manner
consistent with the internal reporting provided
to the chief operating decision maker. The board
of directors of the Company are identified as
Chief operating decision maker. Refer note 43 for
segment information.

q. Business combination and Goodwill

Business combinations are accounted for using
the acquisition method. The cost of an acquisition
is measured as the aggregate of the consideration
transferred measured at acquisition date fair value
and the amount of any non-controlling interests
in the acquiree. For each business combination,
the Company elects whether to measure the non¬
controlling interests in the acquiree at fair value
or at the proportionate share of the acquiree's
identifiable net assets. Acquisition-related costs
are expensed as incurred.

The Company determines that it has acquired a
business when the acquired set of activities and
assets include an input and a substantive process
that together significantly contribute to the ability
to create outputs. The acquired process is
considered substantive if it is critical to the ability
to continue producing outputs, and the inputs
acquired include an organised workforce with
the necessary skills, knowledge, or experience to
perform that process or it significantly contributes
to the ability to continue producing outputs and
is considered unique or scarce or cannot be
replaced without significant cost, effort, or delay in
the ability to continue producing outputs.

At the acquisition date, the identifiable assets
acquired, and the liabilities assumed are
recognised at their acquisition date fair values.
For this purpose, the liabilities assumed include
contingent liabilities representing present
obligation and they are measured at their
acquisition fair values irrespective of the fact
that outflow of resources embodying economic
benefits is not probable. However, the following
assets and liabilities acquired in a business
combination are measured at the basis indicated
below:

• Deferred tax assets or liabilities, and the
liabilities or assets related to employee

benefit arrangements are recognised and
measured in accordance with Ind AS 12
Income Tax and Ind AS 19 Employee Benefits
respectively.

• Potential tax effects of temporary differences
and carry forwards of an acquiree that exist
at the acquisition date or arise as a result of
the acquisition are accounted in accordance
with Ind AS 12.

When the Company acquires a business, it
assesses the financial assets and liabilities
assumed for appropriate classification and
designation in accordance with the contractual
terms, economic circumstances and pertinent
conditions as at the acquisition date. This includes
the separation of embedded derivatives in host
contracts by the acquiree.

If the business combination is achieved in stages,
any previously held equity interest is re-measured
at its acquisition date fair value and any resulting
gain or loss is recognised in profit or loss or OCI,
as appropriate.

Any contingent consideration to be transferred
by the acquirer is recognised at fair value at
the acquisition date. Contingent consideration
classified as an asset or liability that is a financial
instrument and within the scope of Ind AS 109
Financial Instruments, is measured at fair value
with changes in fair value recognised in profit
or loss in accordance with Ind AS 109. If the
contingent consideration is not within the scope
of Ind AS 109, it is measured in accordance with
the appropriate Ind AS and shall be recognised
in profit or loss. Contingent consideration that
is classified as equity is not re-measured at
subsequent reporting dates and subsequent its
settlement is accounted for within equity.

Goodwill is initially measured at cost, being the
excess of the aggregate of the consideration
transferred and the amount recognised for non¬
controlling interests, and any previous interest
held, over the net identifiable assets acquired
and liabilities assumed. If the fair value of the
net assets acquired is in excess of the aggregate
consideration transferred, the Company re¬
assesses whether it has correctly identified all
of the assets acquired and all of the liabilities
assumed and reviews the procedures used to
measure the amounts to be recognised at the
acquisition date. If the reassessment still results in

an excess of the fair value of net assets acquired
over the aggregate consideration transferred, then
the gain is recognised in OCI and accumulated
in equity as capital reserve. However, if there is
no clear evidence of bargain purchase, the entity
recognises the gain directly in equity as capital
reserve, without routing the same through OCI.

After initial recognition, goodwill is measured
at cost less any accumulated impairment
losses. For the purpose of impairment testing,
goodwill acquired in a business combination
is, from the acquisition date, allocated to each
of the Company’s cash-generating units that
are expected to benefit from the combination,
irrespective of whether other assets or liabilities of
the acquiree are assigned to those units.

A cash generating unit to which goodwill has
been allocated is tested for impairment annually,
or more frequently when there is an indication
that the unit may be impaired. If the recoverable
amount of the cash generating unit is less than its
carrying amount, the impairment loss is allocated
first to reduce the carrying amount of any goodwill
allocated to the unit and then to the other assets
of the unit pro rata based on the carrying amount
of each asset in the unit. Any impairment loss
for goodwill is recognised in profit or loss. An
impairment loss recognised for goodwill is not
reversed in subsequent periods.

Where goodwill has been allocated to a cash¬
generating unit and part of the operation within that
unit is disposed of, the goodwill associated with
the disposed operation is included in the carrying
amount of the operation when determining the
gain or loss on disposal. Goodwill disposed in
these circumstances is measured based on the
relative values of the disposed operation and the
portion of the cash-generating unit retained.

r. 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, MCA has
notified Ind AS - 117 Insurance Contracts and
amendments to Ind AS 116 - Leases, relating to
sale and leaseback transactions, applicable to the
Company w.e.f. April 1, 2024. The Company has
reviewed the new pronouncements and based
on its evaluation has determined that it does
not have any significant impact in its financial
statements.

The discount rate is a pre-tax measure based on the rate of 10 year government bonds issued by government in the
relevant market and in the same currency as the cash flows, adjusted for risk premium to reflect both the increased risk of
investing in equities generally and the systemic risk of specified CGU.

The cash flow projection include specific estimates for five years and a terminal growth rate thereafter. The terminal
growth rate has been determined based on management's estimate at which company’s free cash flow are expected to
grow perpetually beyond the explicit period, consistent with the assumptions that a market participant would make.

The Company believes that any reasonably possible change in the key assumptions on which a recoverable amount
is based would not cause the aggregate carrying amount to exceed the aggregate recoverable amount of the cash -
generating unit. Based on the above, no impairment was identified as of March 31, 2025 and March 31, 2024 as the
recoverable value of the CGUs exceeded the carrying value.

The recoverable amounts of the respective investments in such subsidiaries have been assessed using a value in use
model. Value in use is generally calculated as the net present value of the projected post-tax cash flows plus a terminal
value of the respective subsidiaries to which the Investment is allocated. Initially, a post-tax discount rate is applied to
calculate the net present value of the post-tax cash flows.

Key assumptions upon which the Group has based its determinations of value in use includes:

a) The Company prepares its cash flow forecast for operating five to seven years based on management's projections.

b) A terminal value is arrived at by extrapolating the last forecasted year cash flows to perpetuity, using a constant
longterm growth rate in the range of 2.50% - 5.00%

c) Discount rates: Management estimates discount rates that reflect current market assessments of the risks specific
to the subsidiaries, taking into consideration the time value of money and individual risks of the underlying assets
that have not been incorporated in the cash flow estimates. The discount rate calculation is based on the specific
circumstances of the subsidiaries and its operating Industry and is derived from its weighted average cost of capital
(WACC) within the range of 13.00% to 15.00%.

d) Sensitivity: Reasonable sensitivities in key assumptions consequent to the change in estimated growth rate and
discount rate is unlikely to cause the carrying amount to exceed the recoverable amount of the subsidiaries.

*During the year, the Company has completed an Initial Public Offering ("IPO") of 90,194,432 equity shares with a face
value of Rs. 2 each at an issue price of Rs. 465 per share (including 71,258 equity shares issued to eligible employees with
a face value of Rs. 2 each at an issue price of Rs. 421 per share), comprising fresh issue of 35,834,699 shares and offer
for sale of 54,359,733 shares. The Company’s equity shares were listed on the National Stock Exchange of India Limited
(NSE) and BSE Limited (BSE) on August 13, 2024.

**In accordance with the resolution passed by circulation by the Company’s board of directors on July 5, 2024, all
compulsorily convertible preference shares (CCPS) i.e. Series A CCPS, Series B CCPS, Series C CCPS, Series C1 CCPS,
Series C2 CCPS, Series D1 CCPS and Series D2 CCPS, have been converted to equity shares at a 1:1 ratio.

Rights, preferences and restrictions attached to Equity Shares
Equity Shares

The Company has only one class of equity shares having a par value of Rs. 2 per share. Each holder of equity is entitled to
one vote per share. Dividends (including proposed dividends), if any, are declared and paid or proposed in Indian rupees.
The dividend proposed if any by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual
General Meeting.

In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the
Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares
held by the shareholders.

Employee stock options/ share purchase plan

Terms attached to stock options granted/ share purchase plan to employees are described in note 44 regarding share
based payments.

For details of shares reserved for issue on conversion of Compulsorily Convertible Preference Shares, please refer note
19 related to terms of conversion of Compulsorily Convertible preference shares.

Rights, preferences and restrictions attached to Series A, Series B, Series C, Series C1, Series C2, Series D1 & D2
Compulsorily Convertible Preference Shares

Series A and Series B CCPS

The Company has issued Series A and Series B CCPS (Compulsorily Convertible Preference Shares) having a face value
of Rs. 2 per share. Each shareholder of Series A CCPS and Series B CCPS shall be entitled to vote on Series A CCPS and
Series B CCPS respectively held by them (as a single class and on a converted basis and not as a separate class) except as
specifically provided. The holders of Series A CCPS shall be entitled to payment of 0.001% cumulative coupon per annum
on each Series A CCPS by way of dividends from the Company in accordance with applicable Laws and when the Board
declares any dividend. The dividend would be cumulative and would be paid prior to payment of any dividend with respect
to Equity Shares and Series A Equity Shares. The holders of the Series A CCPS and Series B CCPS shall have the right to
convert all or any portion of the Series A CCPS and Series B CCPS held by them at any time at the then applicable Series
A CCPS and Series B CCPS conversion ratio ranging of 1:1 into Equity Shares of the Company, prior to expiry of 19 years
from the allotment of shares.

Series C, Series C1 and Series C2 CCPS

The Company has issued Series C, Series C1 and Series C2 CCPS (Compulsorily Convertible Preference Shares) having
a face value of Rs. 2 per share. Each shareholder of Series C, Series C1 and Series C2 CCPS shall be entitled to vote on
Series C, Series C1 and Series C2 CCPS respectively held by them (as a single class and on a converted basis and not as a
separate class) except as specifically provided. The holders of Series C, Series C1 and Series C2 CCPS shall be entitled to
payment of higher of 0.001% cumulative coupon per annum on the Face value of each of Series C, Series C1 and Series C2
CCPS or the amount receivable by them in the dividend declared based on their shareholding in the Company on an as is
converted basis, as and when the Board declares any dividend. The dividends would be cumulative and would be paid prior

to payment of any dividend with respect to Equity Shares (save the Series A Equity Shares as set out herein). The holders
of the Series C, Series Cl and Series C2 CCPS shall have the right to convert all or any portion of the Series C, Series Cl
and Series C2 CCPS held by them at any time at the then applicable Series C, Series C1 and Series C2 CCPS conversion
ratio of 1:1 into Equity Shares, prior to expiry of 19 years from the allotment of shares.

Series D1 and Series D2 CCPS

The Company has Series D1 and Series D2 CCPS (Compulsorily Convertible Preference Shares) having a face value of Rs.
2 per share. Each shareholder of Series D1 and Series D2 CCPS shall be entitled to vote on Series D1 and Series D2 CCPS
respectively held by them (as a single class and on a converted basis and not as a separate class) except as specifically
provided. The holders of Series D1 and Series D2 CCPS shall be entitled to payment of higher of 0.001% cumulative coupon
per annum on the Face value of each of Series D1 and Series D2 CCPS or the amount receivable by them in the dividend
declared based on their shareholding in the Company on an as is converted basis, as and when the Board declares any
dividend. The dividends would be cumulative and would be paid prior to payment of any dividend with respect to Equity
Shares (save the Series A Equity Shares as set out herein). The holders of Series D1 and Series D2 CCPS shall have the
right to convert all or any portion of the Series D1 and Series D2 CCPS held by them at any time at the then applicable
Series D1 and Series D2 CCPS conversion ratio of 1:1 into Equity Shares, prior to expiry of 19 years from the allotment of
shares.

Capital redemption reserve

The Companies Act, 2013 (the "Companies Act") requires that where a company purchases its own shares out of
free reserves or securities premium account, a sum equal to the nominal value of the shares so purchased shall be
transferred to a capital redemption reserve account and details of such transfer shall be disclosed in the balance
sheet. The capital redemption reserve account may be applied by the Company, in paying up unissued shares of the
Company to be issued to shareholders of the Company as fully paid bonus shares.

Shares options outstanding account

The Share Options Outstanding account is used to recognise the grant date fair value of options issued to employees
under the Brainbees Employee Stock Option Plan 201 1,2022 and 2023 Plan.

Retained earnings

Retained earnings are the profits that the Company has earned till date.

35 EARNINGS PER SHARE

Basic EPS amounts are calculated by dividing the 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 loss 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.

36 CONTINGENT LIABILITIES AND COMMITMENTS

i. a) For the assessment year 2015-16, the Company has received tax demand against penalty notice under

section 271(1)(c) of the Income Tax Act, 1961 of Rs. 40.92 million. The Company has filed an appeal before
Commissioner of Income Tax against the penalty demand passed by Assessing Officer by paying an amount of
Rs. 8.18 million as protest money.

b) For the assessment year 2016-17, the Assessing Officer has made the addition of Rs. 42.71 million and had
reduced the brought forward losses, however, even after such addition there is no tax liability. The Company has
filed appeals against such additions made to Commissioner of Income Tax (Appeals).

c) For the assessment year 2016-17, the Company has received a penalty notice under Section 274 w.r.s 271C.
The Company does not anticipate any financial liability as the proceedings U/s 201 which was filed with CIT(A)
has been allowed in favour of the Company in the years prior to the said assessment year.

d) For the assessment year 2016-17, re-assessment proceedings in relation to disallowing Rs. 96.98 million i.e.
the payment made to Facebook Ireland under section 40(a)(i) of the Act was allowed in favour of the Company
by Commissioner of Income Tax (Appeals). The Company has filed appeals against such additions made
to Commissioner of Income Tax (Appeals). The Company does not anticipate any financial liability as the
disallowance was allowed in favour of the Company in the years prior to the said assessment year.

e) For the assessment year 2017-18, the Assessing Officer has made the addition of Rs. 82.01 million and had
reduced the brought forward losses, however, even after such addition there is no tax liability. The Company has
filed appeals against such additions made to Commissioner of Income Tax (Appeals).

f) For the assessment year 2017-18, the Company has received a penalty notice under Section 274 w.r.s 271C. The
Company has submitted to the Department that since the above case is filed with CIT (A) and is still ongoing, the
proceedings for penalty shall be kept on abeyance until conclusion of the said case.

ii. a) For FY 2017-18, the Company has received Goods & Services tax demand of Rs. 19.99 million from Karnataka

State GST authorities. The said demand is inclusive of interest of Rs. 11.00 million. Against this tax demand, the
Company has filled an appeal with GST appellate authority and paid protest money of Rs. 0.9 million .

b) For FY 2017-18, the Company has received Goods & Services tax demand of Rs. 2.03 million from Delhi State

GST authorities. The said demand is inclusive of interest of Rs. 1.06 million. Against this tax demand, the
Company has filled an appeal with GST appellate authority and paid protest money of Rs. 0.1 million .

iii. a) The Company has received a demand notice from Custom Commissionerate, Chennai on April 7, 2021 for an

amount of Rs. 0.53 million towards duty for re-classification of Breast Pump under a different HSN code. The
Company has responded to the demand notice on May 11, 2021 taking a position of no further tax payable by
the Company.

a) Defined contribution plans

The Company has a defined contribution plan in form of provident fund, ESIC and others. Contributions are made to
the fund for employees at the rates specified by regulations. For provident fund, contributions are made to registered
provident fund administered by the government. The obligation of the Company is limited to the amount contributed
and it has no further contractual nor any constructive obligation. The expense recognised during the year towards
defined contribution plan is Rs. 96.18 million (March 31,2024 Rs. 84.98 million).

b) Defined benefit plans

The Company operates the following post-employment defined benefit plans.

The Company has a defined benefit gratuity plan in India, governed by the Payment of Gratuity Act, 1972. Plan entitles
an employee, who has rendered at least five years of continuous service, to gratuity at the rate of fifteen days wages
for every completed year of service or part thereof in excess of six months, based on the rate of wages last drawn by
the employee concerned.

These defined benefit plans expose the Group to actuarial risks, such as investment risk, interest rate risk, longevity
risk and salary risk.

Investment risk - The present value of the defined benefit plan liability is calculated using a discount rate which is
determined by reference to market yields at the end of the reporting period on government bonds.

Interest risk - A decrease in the bond interest rate will increase the plan liability;

Longevity risk - The present value of the defined benefit plan liability is calculated by reference to the best estimate
of the mortality of plan participants both during and after their employment. An increase in the life expectancy of the
plan participants will increase the plan’s liability.

Salary risk - The present value of the defined benefit plan liability is calculated by reference to the future salaries of
plan participants. As such, an increase in the salary of the plan participants will increase the plan’s liability.

All the assets of the Company are located within India except for foreign currency receivables.

Major Customers

The Company has no external customer which accounts for more than 10% of the Company’s total revenue for the year
ended March 31,2025 and March 31,2024.

44 SHARE BASED PAYMENTS

See accounting policy in Note 3(f)(ii).

A. Description of share-based payment arrangements

The Company has the following share-based payment arrangements:

Share option plans (equity-settled)

On March 31,2011 the Company established share option plans ('Brainbees Employee Stock Option Plan 2011’) that
entitle the employees to purchase shares in the Company. Under this plan, holders of vested options are entitled to
purchase shares at 10% of the market price of the shares determined at the immediately preceding round of equity
raised by the Company. All the options have a vesting condition of 25% every year over a period of 4 years and have
an exercise life of 10 years.

On April 01,2019 the Company established share option plans that entitle the employees to purchase shares in the
Company. Under this plan, holders of vested options are entitled to purchase shares at Rs. 2 per share price. The
options have a vesting condition of 25% every year over a period of 4 years.

On January 21,2022 Company established share option plans that entitle the employees to purchase shares in the
Brainbees Solutions Private Limited. Under this plan, holders of vested options are entitled to purchase shares at Rs.
2 per share price. The options have a vesting condition of 25% every year over a period of 4 years.

On February 14, 2022 the Company established share option plans that entitle the employees to purchase shares in
the Company. Under this plan, holders of vested options are entitled to purchase shares at Rs. 2 per share price. The
vesting of these options is linked to certain market based conditions.

On December 16, 2023 the Company established share option plans that entitle the employees to purchase shares
in the Company. Under this plan, holders of vested options are entitled to purchase shares at Rs. 243.72 per share
price. The options have a vesting condition of 25% every year over a period of 4 years.

On December 16, 2023 the Company established share option plans that entitle the employees to purchase shares
in the Company. Under this plan, holders of vested options are entitled to purchase shares at Rs. 243.72 per share
price. The vesting of these options is linked to certain market based conditions.

B. Measurement of fair values

Equity-settled share-based payment arrangements

The fair value of employee share options has been measured using Black-Scholes option pricing model.

The fair value of the options and the inputs used in the measurement of the grant-date fair values of the equity-
settled share based payment plans are as follows:

i. Risk management framework

The Company’s Board of Directors has overall responsibility for the establishment and oversight of the Company’s
risk management framework. The senior management is for developing and monitoring the Company’s risk
management policies. The management reports regularly to the Board of Directors on its activities.

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

ii. Credit risk

The Company’s exposure to credit risk is influenced mainly by the individual characteristics of each customer.
However, management also considers the factors that may influence the credit risk of its customer base, including
the default risk associated with the industry and country in which customers operate.

Credit risk is managed 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. On account
of adoption of Ind AS 109, the Company uses expected credit loss model to assess impairment loss or gain. The
Company uses a matrix to compute the expected credit loss allowance for trade receivables. The provision matrix
takes in to account available external and internal credit risk factors and Company’s historical experience for
customers.

The Company has not made any provision on expected credit loss arising on trade receivables, loans and other
financial assets, based on management estimates.

Credit risk on cash and cash equivalents is limited as the Company generally invests in deposits with banks and
financial institutions with high credit ratings assigned by domestic credit rating agencies.

iii. Liquidity risk

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

iv. Market risk

Market risk is the risk that changes in market prices such as foreign exchange rates, interest rates and equity prices
will affect the Company’s income or the value of its holdings of financial instruments. The objective of market risk
management is to manage and control market risk exposures within acceptable parameters, while optimising the
return.

Currency risk

The Company’s exposure to foreign currency risk is limited as majority of the transactions are in its functional
currency. As at the balance-sheet date, the Company had following foreign currency exposures which have not been
hedged by any derivative financial instruments as they are not material.

Foreign Currency Sensitivity analysis:

The following table details the Company’s sensitivity to a 5% increase and decrease in the Rupees against the relevant
foreign currencies. 5% is the sensitivity rate used when reporting foreign currency risk internally to key management
personnel and represents management’s assessment of the reasonably possible change in foreign exchange rates.
The sensitivity analysis includes only outstanding foreign currency denominated monetary items and adjusts their
translation at the period end for a 5% change in foreign currency rates. A positive number below indicates an increase
in profit and equity where the Rupee strengthens 5% against the relevant currency. For a 5% weakening of the Rupee
against the relevant currency, there would be a comparable impact on the profit & equity and the balances below
would be negative.

47 CAPITAL MANAGEMENT

The Company’s policy is to maintain a strong capital base so as to maintain investor, creditor and other stakeholders’
confidence and to sustain future development of the business. In order to maintain or adjust the capital structure, the
Company may adjust the amount of dividends paid to shareholders, return capital to shareholders, issue new share or sell
assets to reduce debt.

Consistent with others in the industry, the Company monitors capital using a ratio of 'net debt’ 'equity’. For this purpose,
net debt is defined as total liabilities, comprising interest-bearing loans and borrowings less cash and cash equivalents
and other balances with Banks. Equity comprises all components. The Company has no debt as on March 31,2025 and
March 31,2024.

(i) On May 20, 2024, one of the warehouses of the Company in Hooghly, West Bengal caught fire and entire inventory
and property, plant and equipment therein was destroyed due to this fire. The Company filed claims under the
insurance policies, which adequately covered the losses incurred. The Company has received the claim in excess of
loss incurred.

50 The Ministry of Corporate Affairs (MCA) has prescribed a new requirement for companies under the proviso to Rule
3(1) of the Companies (Accounts) Rules, 2014 inserted by the Companies (Accounts) Amendment Rules 2021 requiring
companies, which uses accounting software for maintaining its books of account, shall use only such accounting software
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 Company has used accounting software for maintaining its books of account which has a feature of recording audit
trail (edit log) facility and was not enabled up to June 12, 2024 and the same did not operate throughout the year for all
relevant transactions recorded in the software. However, the Company has robust internal controls in place to maintain
its accounting records.

51 OTHER STATUTORY INFORMATION REQUIRED BY SCHEDULE III TO THE COMPANIES ACT, 2013

a) The Company does not have any benami property held in its name. No proceedings have been initiated on or are
pending against the Company for holding benami property under the Benami Transactions (Prohibition) Act, 1988 (45
of 1988) and Rules made thereunder.

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

c) The Company has not traded or invested in Crypto currency or virtual currency during year ended March 31,2025 and
year ended March 31,2024.

d) The Company does not have any transaction which is not recorded in the books of accounts that has been surrendered
or disclosed as income during the year in the tax assessment under the Income Tax Act, 1961 (such as search or
survey or any other relevant provisions of the Income Tax Act, 1961).

e) The Company has not been declared wilful defaulter by any bank or financial institution or government or any
government authority.

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

g) The Company has not advanced or loaned or invested funds (either borrowed funds or share premium or any
other sources or kind of funds) to any other person(s) or entity(ies), including foreign entities (Intermediaries) with the
understanding (whether recorded in writing or otherwise):

I) Directly or indirectly lend or invest in other person (s) or entities identified in any manner whatsoever on behalf
of the Company (ultimate beneficiaries).

II) Provide any guarantee, any securities 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 the Company shall:

I) Directly or indirectly lend or invest in other person (s) or entities identified in any manner whatsoever on behalf
of the Company (ultimate beneficiaries).

II) Provide any guarantee, any securities or the like to or on behalf of the ultimate beneficiaries.

i) The Company has not revalued any of its property, plants and equipments including Right of Use asset during the
year.

j) The Company has no transactions with any struck off company during the year.

k) The Company does not have any immovable property whose title deeds are not held in the name of the Group except
those held under lease arrangements for which lease agreements are duly executed in the favour of the Company.

l) The Company is in compliance with the number of layers prescribed under Clause (87) of Section 2 of the Companies
Act read with the Companies (Restriction on number of Layers) Rules, 2017.

Note:

Previous year’s figures have been regrouped where necessary to conform with the current year’s classification. The
impact of such regrouping is not material to financial statements.

As per our report of even date attached for and on behalf of the Board of Directors

for Walker Chandiok & Co LLP Brainbees Solutions Limited (formerly known as Brainbees Solutions Private Limited)

Chartered Accountants CIN : L51100PN2010PLC136340

Firm Registration Number: 001076N/N00013

Sd/- Sd/- Sd/-

Shashi Tadwalkar Supam Maheshwari Sanket Hattimattur

Partner Managing Director Director

Membership Number - 101797 DIN : 01730685 DIN : 09593712

Place : Pune Place : Pune Place : Pune

Date : May 26, 2025 Date : May 26, 2025 Date : May 26, 2025

Sd/- Sd/-

Gautam Sharma Neha Surana

Chief Financial Officer Company Secretary

Place : Pune Place : Pune

Date : May 26, 2025 Date : May 26, 2025