Provisions are recognized for liabilities that can be measured only by using a substantial degree of estimation,
if:

— The Company has a present obligation as a result of a past event;

— A probable outflow of resources is expected to settle the obligation; and

— The amount of the obligation can be reliably estimated.

Contingent liability is disclosed in the case of:

— A present obligation arising from a past event when it is not probable that an outflow of resources
will be required to settle the obligation; or

— A possible obligation unless the probability of outflow of resources is remote.

Contingent assets are neither recognized nor disclosed.

Provisions, contingent liabilities and contingent assets are reviewed at each balance sheet date.

xv. Statement of Cash Flows

Cash flows are reported using the indirect method, whereby profit for the period is adjusted for the effects of
transactions of 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 Company segregate
the cash flows in operating, investing and financing activities.

xvi. Investment in Subsidiaries

Investments in subsidiaries are measured at cost as per Ind AS 27 - Separate Financial Statements.

xvii. Earnings per Equity Share

Basic earnings per equity share is computed by dividing the net profit attributable to the equity holders of the
Company by the weighted average numbers of the equity shares outstanding during the period. The weighted
average number of equity shares outstanding during the period is adjusted for events such as bonus issue,
bonus element in a rights issue, share split, and reverse share split (consolidation of shares) that have changed
the number of equity shares outstanding, without a corresponding change in resources.

For the purpose of calculating diluted earnings per share, the net profit or loss for the period attributable to
equity shareholders of the Company and the weighted average number of shares outstanding during the period
are adjusted for the effects of all dilutive potential equity shares.

Diluted earnings per equity share is computed by dividing the net profit attributable to the equity holders of
the Company by the weighted average number of equity shares considered for deriving basic earnings per
equity share and the weighted average number of equity shares that would have been outstanding assuming
the conversion of all dilutive potential equity shares. The dilutive potential equity shares are adjusted for the
proceeds receivable had the equity shares been actually issued at fair value (i.e. the average market value of the
outstanding equity shares). Dilutive potential equity shares are deemed converted as of the beginning of the
period, unless issued at a later date. Dilutive potential equity shares are determined independently for each
period presented.

Business combinations involving entities that are controlled by the company or ultimately controlled by the
same party or parties both before and after the business combination, and where control is not transitory, are
accounted for using the pooling of interests method as follows:

— The assets and liabilities of the transferred division/Company are reflected at their carrying amounts
immediately prior to the transfer.

— No adjustments are made to reflect fair values or recognise any new assets or liabilities. Adjustments
are only made to harmonise accounting policies.

— The financial information of the transferred division/Company in respect of prior periods is restated
as if the business combination had occurred from the beginning of the preceding period in the
financial statements, irrespective of the actual date of the combination, however, where the business
combination had occurred after that date, the prior period information is restated only from that date.

The difference, if any, between consideration paid in the form of issue of share capital or cash or other assets
and the amount of share capital (if any) of the transferor shall be transferred to capital reserve and should be
presented separately from other capital reserves. Share capital issued will be recorded at nominal value.

xix. Accounting and Reporting Information for Operating Segments

Ind AS 108 establishes the manner in which Companies should report information about operating segments
and related disclosures about products and services, geographic areas, and major customers. The Company''s
operations predominantly relate to providing end-to-end business solutions to enable clients to enhance
business performance. The Company evaluates performance and allocates resources based on an analysis of
various performance indicators by business segments. Accordingly, information has been presented along
business segments. The accounting principles used in the preparation of the financial statements are
consistently applied to record revenue and expenditure in individual segments and are as set out in the
accounting policies.

Revenue and identifiable operating expenses in relation to segments are categorized based on items that are
individually identifiable to that segment. Certain expenses such as depreciation, which form a significant
component of total expenses, are not specifically allocable to specific segments as the underlying assets are
used interchangeably. The management believes that it is not practical to provide segment disclosures relating
to those costs and expenses, and accordingly these expenses are separately disclosed as "unallocated" and
adjusted against the total income of the Company.

Assets and liabilities used in the Company''s business are not identified to any of the reportable segments, as
these are used interchangeably between segments, and it is not practicable to provide segment disclosures
relating to total assets and liabilities.

xx. Reporting Currency and Rounding

All amounts included in the standalone financial statements are reported in lakhs of Indian rupees (? in Lakhs)
except share and per share data, unless otherwise stated. Due to rounding off, the numbers presented
throughout the document may not add up precisely to the totals and percentages may not precisely reflect the
absolute figures. Previous year figures have been regrouped/rearranged, wherever necessary.

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, MCA has not notified any new standards or amendments that are applicable or may have a material
impact to the Company.

34. Contingent Liabilities and Commitments

(a) Contingent Liabilities

Claims against the company not acknowledged as debts:

Income Tax matter — Assessment Year 2011-12

As per the records available on the Income Tax portal, an outstanding demand of ^29.05 Lakhs under Section
271(1)(c) of the Income-tax Act, 1961, along with interest of ^20.55 Lakhs under Section 220(2) of the Act,
is reflected against the Company. The Company has filed its response on the Income Tax portal disagreeing
with the demand, either in full or in part. Based on the facts and merits of the case, the management is of the
view that the demand is not tenable, and the Company is pursuing appropriate remedies before the Income
Tax authorities. Pending final determination of the matter, no provision has been considered necessary in
these financial statements.

(b) Commitments

Estimated amount of contracts remaining to be executed on capital account and not provided for: NIL
(previous year: Nil).

35. Corporate social responsibility expenditure

As per section 135 of the Act, a company meeting the applicability threshold, needs to spend at least 2% of
its average net profit for the immediately preceding three financial years on corporate social responsibility
(CSR’) activities. The company does not meet the prescribed thresholds.

36. Capital Management Note

The key objective of the Company’s capital management is to maximize shareholder value, safeguard business
continuity and support the growth of the company. The Company determines the capital requirement based
on annual operating plans and long term and other strategic investment plans. The funding requirements are
met through operating cash flows generated, and equity. The Company is not subject to any externally imposed
capital requirements.

The Company’s policy is to maintain a strong capital base so as to maintain investor, creditor and market
confidence and to sustain future development of the business. Management monitors the return on capital as
well as the level of dividends to equity shareholders.

The Company manages its capital structure and makes adjustments to it as and when required. To maintain
or adjust the capital structure, the company may pay dividend or repay debts, raise new debt or issue new
shares. No major changes were made in the objectives, policies or processes for managing capital during the
year ended March 31, 2026, March 31, 2025.

The Company monitors capital using a ratio of ‘adjusted net debt’ to ‘adjusted equity’. For this purpose,
adjusted net debt is defined as total liabilities comprising interest bearing loans and borrowings and obligations
under finance leases. Adjusted equity comprises all components of equity.

During the year ended March 31, 2026, the Company''s total capital increased significantly to ^10,040.17 lakhs
from ^4,934.04 lakhs as at March 31, 2025, primarily driven by a substantial increase in shareholders'' equity.
Equity attributable to shareholders increased by ^4,449.48 lakhs to ^7,492.44 laks and represented 74.62% of
total capital as at March 31, 2026 (March 31, 2025: 61.70%). This reflects a strengthened capital base and
improved financial position of the Company.

Total borrowings and lease liabilities increased to ^2,547.73 million from ^1,891.08 million; however, their
proportion of total capital decreased to 25.38% from 38.30% in the previous year. The reduction in leverage
ratio despite the increase in absolute debt levels indicates that the growth in equity outpaced the increase in
borrowings and lease obligations. Consequently, the Company''s capital structure became more equity-oriented
during the year, enhancing its financial flexibility and reducing dependence on external financing.

40. Disclosure pursuant to IND AS - 19 ‘Employee Benefits’

Defined Contribution Plan:

The Company makes contributions, determined as a specified percentage of the employee salaries in respect
of qualifying employees towards provident fund, which is a defined contribution plan. The Company has
recognised Rs. 32.96 Lakhs and FY 2024-25 Rs. 33.22 Lakhs towards defined contribution plan as an expense,
which includes contribution to social security and employee state insurance scheme in statement of profit and
loss account.

Defined Benefit Plan:

The Company operates a partly funded defined benefit gratuity plan in accordance with the provisions of the

Code on Social Security, 2020 and applicable rules thereunder.

i) On normal retirement, resignation, termination or superannuation, gratuity is payable to
employees who have completed the prescribed period of continuous service under the
applicable law.

ii) In the case of employees engaged under fixed-term employment, gratuity is payable on a pro¬
rata basis upon completion of one year of continuous service in accordance with the
applicable provisions of the Code on Social Security, 2020.

iii) In the event of death or permanent disablement while in service, gratuity is payable
irrespective of the minimum service requirement.

Gratuity payable to employee in case (i) and (ii), as mentioned above, is computed as per the Payment of

Gratuity Act, 1972.

A. Movement in net defined benefit (asset) liability

The following table shows a reconciliation from the opening balances to the closing balances for net

defined benefit (asset) / liability and its components.

H. RISK EXPOSURE AND ASSET LIABILITY MATCHING

Provision of a defined benefit scheme poses certain risks, some of which are detailed hereunder, as
companies take on uncertain long-term obligations to make future benefit payments.

Liability Risks

¦ Asset-Liability Mismatch Risk

Risk which arises if there is a mismatch in the duration of the assets relative to the liabilities. By
matching duration with the defined benefit liabilities, the company is successfully able to
neutralize valuation swings caused by interest rate movements. Hence companies are encouraged
to adopt asset-liability management.

¦ Discount Rate Risk.

Variations in the discount rate used to compute the present value of the liabilities may seem
small, but in practise can have a significant impact on the defined benefit liabilities.

¦ Future Salary Escalation and Inflation Risk

Since price inflation and salary growth are linked economically, they are combined for disclosure
purposes. Rising salaries will often result in higher future defined benefit payments resulting in
a higher present value of liabilities especially unexpected salary increases provided at
management''s discretion may lead to uncertainties in estimating this increasing risk.

Unfunded Plan Risk

This represents unmanaged risk and a growing liability. There is an inherent risk here that the company
may default on paying the benefits in adverse circumstances. Funding the plan removes volatility in
company''s financials and also benefit risk through return on the funds made available for the plan.

Notes:

1. Total debts consists of borrowings and lease liabilities.

2. Earnings available for debt services=profit for the year depreciation, amortization and impairment finance
cost provision for doubtful debts share-based payment to employees non-cash charges.

3. Debt service = Interest payment for lease liabilities principal repayments.

4. Credit sales = Total Revenue opening contract assets - closing contract assets - opening deferred revenue
closing deferred revenue.

5. Earnings before interest and taxes = profit before tax finance cost - other income

6. Capital Employed = Average tangible net worth Total debt Deferred tax.

7. Average is calculated on the basis of opening and closing balances.

Reasons:

1. The current ratio improved by 235% during the year, increasing from 0.20 to 0.67. The improvement was
mainly driven by growth in current assets arising from higher short-term loans and advances included under
other financial assets and increased cash and cash equivalent balances, resulting in enhanced short-term
liquidity of the Company.

2. The debt-equity ratio decreased from 0.62 as at March 31, 2025 to 0.34 as at March 31, 2026, representing a
reduction of approximately 45%. The decrease was primarily attributable to a significant increase in
shareholders'' equity during the year, which outpaced the increase in total debt. The lower debt-equity ratio
reflects a strengthened capital structure, reduced leverage, and lower dependence on debt financing.

3. The Debt Service Coverage Ratio decreased from (0.31) in the previous year to (0.72) during the current year,
representing a change of 133.66%. The ratio remained negative primarily due to negative earnings available
for debt servicing during the year. The deterioration in the ratio was mainly attributable to lower profitability
and consequently lower cash accruals available to meet debt service obligations, while debt servicing
commitments continued during the year

4. The Return on Equity ratio changed from (0.29) in the previous year to (0.34) during the current year. The
ratio remained negative primarily on account of losses incurred during the year. Despite a substantial increase
in shareholders'' equity, the Company reported negative earnings, resulting in a negative return on equity.

5. The Trade Receivables Turnover Ratio decreased by 75.40% from 26.86 in the previous year to 6.61 during
the current year. The decline was primarily due to lower credit sales and/or higher average trade receivables
outstanding during the year, resulting in a slower collection cycle compared to the previous year.

6. The Trade Payables Turnover Ratio increased by 57.26% from 15.72 in the previous year to 24.72 during the
current year. The increase was primarily driven by a reduction in average trade payables and improved payment
cycles, indicating a faster settlement of trade payables during the year.

7. The Net Capital Turnover Ratio changed from (0.59) in the previous year to (1.66) during the current year.
The ratio remained negative as the Company continued to have negative working capital, with current liabilities
exceeding current assets. The variation in the ratio was primarily due to changes in working capital levels
during the year, notwithstanding the increase in current assets arising from higher short-term loans and
advances and cash and cash equivalent balances.

8. The Net Profit Ratio improved from (1.94) in the previous year to (0.98) during the current year, representing
an improvement of 49.74%. The ratio, however, remained negative due to losses incurred during the year.
The improvement was primarily attributable to a reduction in net losses and/or improved operational

performance relative to net sales as compared to the previous year. This indicates that the Company''s
profitability position improved during the year, although it continued to report a net loss.

9. The Return on Capital Employed (ROCE) changed from (0.13) in the previous year to (0.19) during the
current year. The ratio remained negative due to negative EBIT during the year. The movement in the ratio
was primarily attributable to continued operating losses despite a significant increase in capital employed,
resulting in negative returns on the funds invested in the business.

46. Financial risk management

The Company’s financial liabilities comprise mainly of trade payables and other payables. The Company’s
financial assets comprise mainly of investments, cash and cash equivalents, other balances with banks and
other receivables.

Company has exposure to following risks arising from financial instruments:

- Credit Risk

- Liquidity Risk

- Market Risk

Risk Management Framework

Company’s board of directors has overall responsibility for establishment of Company’s risk management
framework. Management is responsible for developing and monitoring Company’s risk management policies.
Management identifies, evaluate and analyses the risks to which is company is exposed to and set appropriate
risk limits and controls to monitor risks and adherence to limits.

Management periodically reviews its risk policy and systems to assess need for changes in the policies to adapt
to the changes in market conditions and align the same to the business of the Company. Management through
its interaction and training to concerned employees aims to maintain a disciplined and constructive control
environment in which concerned employees understand their roles and obligations.

i. Credit Risk

Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial
instrument fails to meet its contractual obligations and arises partially from the Company’s receivables
from customers, loans and investment in debt securities. The carrying amount of financial assets
represents the maximum credit risk exposure. The Company has credit policies in place and the
exposures to these credit risks are monitored on an ongoing basis.

The carrying amount of financial assets represent the maximum credit risk exposure. The maximum
exposure to credit risk at the reporting was:

The principal credit risk that the Company is exposed to is non-collection of trade receivables and late
collection of receivables leading to credit loss. The risk is mitigated by reviewing creditworthiness of
the prospective customers prior to entering into contract and post contracting, through continuous
monitoring of collections by a dedicated team.

The Company reviews trade receivables on periodic basis and makes provision for doubtful debts if
collection is doubtful. The Company also calculates the expected credit loss (ECL) for non-collection
and for delay in collection of receivables. The Company makes additional provision if the ECL amount
is higher than the provision made for doubtful debts. In case the ECL amount is lower than the

provision made for doubtful debts, the Company retains the provision made for doubtful debts without
any adjustment.

The provision for doubtful debts including ECL allowances for non-collection of receivables and delay
in collection, on a combined basis, was Rs. 0.68 Lakhs as at March 31, 2026, Rs 0.04 lakhs as at March
31, 2025. The movement in allowances for doubtful accounts comprising provision for both non¬
collection of receivables and delay in collection is as follows:

ii. Liquidity Risk

Liquidity risk is the risk that the Company will encounter difficulty in meeting financial obligations
due to shortage of funds. The Company’s objective is to maintain a balance between continuity of
funding and flexibility through available funding from shareholder. The Company’s financial liabilities
are due within one year.

iii. Market Risk

Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate
because of changes in market prices. Market risk comprises two types of risks;

- Interest rate risk

- Currency Risk

Financial instruments affected by market risk includes investments, trade payables, loans and other
financial instruments.

The objective of market risk management is to manage and control market risk exposures within
acceptable parameters, while optimizing the return

iv. Interest rate risk and sensitivity

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will
fluctuate because of changes in market interest rates. Presently the Company’s has no exposure to the
risk of changes in market interest rates.

Foreign currency risk and sensitivity

The Company is exposed to currency risk on account of Trade Receivables. The functional currency
of the Company is Indian Rupees.

The Company does not use derivative financial instruments for trading or speculative purposes.
Other statutory information’s

i. The Company do not have any Benami property, where any proceeding has been initiated or

pending against the Company for holding any Benami property.

ii The Company do not have any transactions with companies struck off.

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

iv The Company have not traded or invested in Crypto currency or Virtual Currency during the
financial year.

v The Company have not advanced or loaned or invested funds to any other person(s) or
entity(ies), including foreign entities (Intermediaries) with the understanding that the
Intermediary shall

(a) directly or indirectly lend or invest in other persons or entities identified in any
manner whatsoever by or on behalf of the Company (Ultimate Beneficiaries) or

(b) provide any guarantee, security or the like to or on behalf of the Ultimate
Beneficiaries.

vi The Company have not received any fund from any person(s) or entity(ies), including foreign
entities (Funding Party) with the understanding (whether recorded in writing or otherwise)
that the Company shall

(a) directly or indirectly lend or invest in other persons or entities identified in any
manner whatsoever by or on behalf of the Company (Ultimate Beneficiaries) or

(b) provide any guarantee, security or the like to or on behalf of the Ultimate
Beneficiaries.

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

viii The Company has not defaulted on any of the loan taken from banks, financial institutions
or other lender.

xi The Company has not revalued its property, plant and equipment (including right-of-use
assets) or intangible assets or both during the current or previous year.

xii The Company has complied with the number of layers prescribed under Companies Act,
2013.

48. No Investors complaint remains pending at the quarter and Year ending March 31, 2026.

49. The Company had issued 1,91,61,915 partly paid-up equity shares of face value ? 10 each under a rights issue
on 31 March 2025, on which ? 2.50 per share was received at the time of application. During April 2025, the
Company made a final call on these shares. As at March 31, 2026, the final call money had been received in
respect of 1,90,32,960 shares, which accordingly became fully paid-up. The balance 1,28,955 shares, in respect
of which the final call money remained unpaid, were forfeited in accordance with the Articles of Association
of the Company.

50. The Company acquired the balance 45% equity stake in Itarium Technology Private Limited by making an
additional investment of ?990 lakhs. The balance acquisition was made entirely through cash consideration.
Consequently, Itarium Technology Private Limited became a wholly-owned subsidiary of the Company in
accordance with Section 2(87) of the Companies Act, 2013.

51. During the quarter and year ended March 31, 2026, the Company recognised an impairment charge of ?
1,623.72 Lakhs on its investment in Global Talent Track Private Limited, consequent to the impairment of
intangible assets in the subsidiary and the resulting reassessment of the recoverable value of the investment.
The said impairment is a non-cash item and has been disclosed under “Other Expenses”.

52. The Company had initially acquired 77.81% equity stake in CRG Solutions Private Limited and obtained
control with effect from 1 April 2025. During the year ended 31 March 2026, the Company entered into a
Share Purchase Agreement with the existing non-controlling shareholders for acquisition of the remaining
22.19% equity stake for a total consideration of INR 2,500.00 lakhs. Pursuant to the agreement, the Company
paid an advance of INR 900.00 lakhs towards the acquisition consideration. However, as at 31 March 2026,
the transfer of shares and completion of the related legal and regulatory formalities were pending. Accordingly,
CRG Solutions Private Limited continues to be a subsidiary with non-controlling interest as at 31 March 2026.
The advance paid has been disclosed as “Other Financial Assets / Advances” in the standalone financial
statements and as “Advance towards acquisition of non-controlling interest” in the consolidated financial
statements.

53. The company has acquired 100% of Alpharithm Technologies Private Limited via combination of cash
consideration and swap of shares for a total value of Rs 1,500.00 lakhs. The shares have been transferred on
April 18, 2025 and the effective control was established on April 1, 2025 by taking management control as on
that date.

54. The management has recalculated the gratuity liability as per the revised applicable Labour Act and Labour
Regulations in force as on 21^st November 2025 (gratuity computed as per updated rule i.e., 50% of
CTC/eligible salary, as applicable). Based on the revised computation derived from the actuarial valuation
report, the additional gratuity provision has been recognized in the Statement of Profit and Loss under
Employee Benefit Expenses for the year ended March 31, 2026.

55. During the period, employees were transferred from group entities, namely Alpharithm

Technologies Pvt. Ltd. and Itarium Technologies Pvt. Ltd., to the Company, with continuity of service duly
recognised. Accordingly, the Company has recognised the gratuity liability attributable to such transferred
employees. Gratuity liability amounting to INR 352.66 Lakhs had been recognised as payable as at the end of
the year March 31, 2026. The gratuity liability recorded during the period amounts to INR 118.93 Lakhs and
INR 21.85 Lakhs for Alpharithm Techonologies Pvt. Ltd. and Itarium Technologies Pvt. Ltd. respectively on
such transferred employees.

56. During the year company has also taken over employees of Antworks Solutions Pvt. Ltd. with the continuity
of services from the previous their joining with Antworks Solutions Pvt. Ltd., without any consideration.
Accordingly, the Company has recognised the gratuity liability attributable to such employees. The gratuity
liability recorded during the period amounts to INR 162.16 Lakhs for the employees of Antworks Solutions
Pvt. Ltd.

57. The Company has entered into an arrangement for acquisition of 1,63,35,593 equity shares representing 100%

equity shareholding of M/s Antworks Solutions India Private Limited (“ASIPL”). The proposed acquisition
consideration shall be discharged through issuance and allotment of up to 1,22,51,111 fully paid-up equity
shares of the Company having face value of ?10/- each at an issue price of ? 82.87/- per share (including
premium of ? 72.87/- per share) to the shareholders of ASIPL by way of share swap, subject to receipt of
requisite approvals and completion of closing conditions. Since the necessary approvals for the transaction
are pending as on the reporting date and control over ASIPL has not been established, the proposed
acquisition has neither been recorded as an investment nor has ASIPL been consolidated in the financial

statements of the Company. However, the proposed allotment of shares has been considered for the purpose
of calculation of diluted earnings per share (Diluted EPS/DPS), wherever applicable.

58. Effective November 21, 2025, the Government of India consolidated 29 existing labour regulations into four
Labour Codes, namely, the Code on Wages, 2019, the Industrial Relations Code, 2020, the Code on Social
Security, 2020 and the Occupational Safety, Health and Working Conditions Code, 2020 (collectively referred
to as the “New Labour Codes”). The New Labour Codes have resulted in an increase in the provision for
employee benefits on account of recognition of past service costs. Based on the requirements of the New
Labour Codes and the applicable Indian Accounting Standards, the Company has evaluated the impact thereof
and has accounted for the same in the Standalone Financial Statements for the year ended March 31, 2026.
Upon notification of the related Rules, including further clarifications to the New Labour Codes by the
Government, the Company will evaluate and account for any additional impact, if any, in subsequent reporting
periods.

59. The depreciation expense recognised in the Statement of Profit and Loss for the current year is ^14.82 Lakhs

whereas the depreciation disclosed in the Property, Plant and Equipment (PPE) note is ^16.19 Lakhs The
difference of ?1.38 Lakhs relates to the reversal of excess depreciation recognised in a previous year.

The aforesaid adjustment represents a prior-period error within the scope of Ind AS 8 — Accounting Policies,
Changes in Accounting Estimates and Errors. Considering that the amount is not material to the current year''s
financial statements, the Company has adjusted the same directly against Other Equity (Reserves and Surplus)
instead of restating the comparative financial information. Accordingly, only the current year''s depreciation
expense of ? 14.82 Lakhs has been recognised in the Statement of Profit and Loss.

r) Provisions, contingent liabilities and contingent assets

Provisions are recognized for liabilities that can be measured only by using a substantial degree of
estimation, if: i) The Company has a present obligation as a result of a past event; ii) A probable
outflow of resources is expected to settle the obligation; and iii) The amount of the obligation can
be reliably estimated

Contingent liability is disclosed in the case of: i) A present obligation arising from a past event when
it is not probable that an outflow of resources will be required to settle the obligation; or ii) A possible
obligation unless the probability of outflow of resources is remote
Contingent assets are neither recognized nor disclosed.

Provisions, contingent liabilities and contingent assets are reviewed at each balance sheet date.

s) Statement of cash flows

Cash flows are reported using the indirect method, whereby profit/(loss) before extraordinary items
and tax is adjusted for the effects of transactions of non-cash nature and any deferrals or accruals of
past or future cash receipts or payments. The cash flows from operating, investing and financing
activities of the Company are segregated based on the available information.

t) Investment in subsidiaries

Investments in subsidiaries are measured at cost as per Ind AS 27 - Separate Financial Statements.

u) Earnings per equity share

Basic earnings per equity share is computed by dividing the net profit/(loss) attributable to the equity
holders of the Company by the weighted average numbers of the equity shares outstanding during
the period.

Diluted earnings per equity share is computed by dividing the net profit/(loss) attributable to the
equity holders of the Company by the weighted average number of equity shares considered for
deriving basic earnings per equity share and the weighted average number of equity shares that could
have been issued upon conversion of all dilutive potential equity shares.

Diluted earnings per equity share is computed by dividing the net profit attributable to the equity
holders of the Company by the weighted average number of equity shares considered for deriving
basic earnings per equity share and the weighted average number of equity shares that could have
been issued upon 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.

v) Common Control Business combination

Business combinations involving entities that are controlled by the company or ultimately controlled
by the same party or parties both before and after the business combination, and where control is
not transitory, are accounted for using the pooling of interest’s method as follows:

• The assets and liabilities of the transferred entity are recognized at their carrying amounts immediately
prior to the transfer.

• No adjustments are made to reflect fair values, or recognize any new assets or liabilities. Adjustments
are only made to harmonies accounting policies.

• The identity of the reserves is preserved and the reserves of the transferor division/Company in
respect of prior periods is restated as if the business combination had occurred from the beginning
of the preceding period in the financial statements, irrespective of the actual date of the combination.
However, where the business combination had occurred after that date, the prior period information
is restated only from that date.

• The consideration, if any, for the combination may consist of securities, cash or other assets.
Securities are recorded at nominal value.

• The difference, if any, between the amount recorded as share capital issued plus any additional
consideration in the form of cash or other assets and the amount of share capital (if any) of the
transferor shall be transferred to capital reserve and should be presented separately from other capital
reserves.

w) Accounting and reporting information for operating segments

Ind AS 108 establishes standards for the way that public business enterprises report information
about operating segments and related disclosures about products and services, geographic areas, and
major customers.

The Company evaluates performance and allocates resources based on an analysis of various
performance indicators by business segments.

Accordingly, information has been presented along business segments. The accounting principles
used in the preparation of the financial statements are consistently applied to record revenue and
expenditure in individual segments and are as set out in the note of significant accounting policies.
Revenue for ''all other segments'' represents revenue from segments that are not reportable under Ind
AS 108.

Operating expenses in relation to segments are categorized based on items that are individually
identifiable to that segment, while the remainder of the costs are categorized in relation to the
associated turnover of the segment. Certain expenses such as depreciation, which form a significant
component of total expenses, are not specifically allocable to specific segments as the underlying
services are used interchangeably. The Company believes that it is not practical to provide segment

disclosures relating to those costs and expenses, and accordingly these expenses are separately
disclosed as "unallocated" and directly charged against total income.

Assets and liabilities used in the Company''s business are not identified to any of the reportable
segments, as these are used interchangeably between segments and it is not practicable to provide
segment disclosures relating to total assets and liabilities.

Information about geographical areas: The Company derives revenue from customers who have
operations in various countries.

3. Recent accounting pronouncements

As at March 31, 2024, there were no new standards or amendments to the existing standards under Companies
(Indian Accounting Standards) Rules 2022 as applicable. However, the Ministry of Corporate Affairs has
amended Schedule III to the Companies Act 2013. The amendments to the existing standards applicable to
annual periods beginning on or after April 1, 2024 have been incorporated.

32. Contingent Liabilities and Commitments

Claims against the company not acknowledged as debts:

A demand of ^2,41,991/- has been raised against the Company by the Income Tax Department for Asst Year
2007-08 vide order u/s 143(1) on 06.02.2009. The Company has disputed the same by preferring an appeal
before the ITAT - Mumbai. The Appeal is still pending. As per Income Tax Dept, demand of ^68,541/- is
still outstanding as on date.

Estimated number of contracts remaining to be executed on capital account and not provided for: NIL
(previous year: Nil).

33. Corporate social responsibility expenditure

As per section 135 of the Act, a company meeting the applicability threshold, needs to spend at least 2% of
its average net profit for the immediately preceding three financial years on corporate social responsibility
(CSR’) activities. The company does not meet the prescribed thresholds.

34. Capital Management Note

The key objective of the Company’s capital management is to maximize shareholder value, safeguard business
continuity and support the growth of the company. The Company determines the capital requirement based
on annual operating plans and long term and other strategic investment plans. The funding requirements are
met through operating cash flows generated, and equity. The Company is not subject to any externally
imposed capital requirements.

The Company’s policy is to maintain a strong capital base so as to maintain investor, creditor and market
confidence and to sustain future development of the business. Management monitors the return on capital
as well as the level of dividends to equity shareholders.

The Company manages its capital structure and makes adjustments to it as and when required. To maintain
or adjust the capital structure, the company may pay dividend or repay debts, raise new debt or issue new
shares. No major changes were made in the objectives, policies or processes for managing capital during the
year ended March 31, 2025, March 31, 2024 and 31 March 2023.

The Company monitors capital using a ratio of ‘adjusted net debt’ to ‘adjusted equity’. For this purpose,
adjusted net debt is defined as total liabilities comprising interest bearing loans and borrowings and
obligations under finance leases. Adjusted equity comprises all components of equity.

35. Disclosure pursuant to IND AS - 19 ‘Employee Benefits’

Defined Contribution Plan:

The Company makes contributions, determined as a specified percentage of the employee salaries in respect
of qualifying employees towards provident fund, which is a defined contribution plan. The Company has
recognised Rs. 7.58 Lakhs (FY 2023-24 Nil and FY 2022-23 Nil) towards defined contribution plan as an
expense, which includes contribution to social security and employee state insurance scheme in statement of
profit and loss account.

Defined Benefit Plan:

Gratuity scheme - This is an unfunded defined benefit plan and it entitles an employee, who has rendered at
least 5 years of continuous service, to receive one-half month''s salary for each year of completed service at
the time of retirement/exit.

i) On normal retirement / early retirement / withdrawal / resignation: As per the provisions
of the Payment of Gratuity Act, 1972 with vesting period of 5 years of service.

ii) On death in service: As per the provisions of the Payment of Gratuity Act, 1972 without
any vesting period.

Gratuity payable to employee in case (i) and (ii), as mentioned above, is computed as per the Payment of
Gratuity Act, 1972.

A. Movement in net defined benefit (asset) liability

The following table shows a reconciliation from the opening balances to the closing balances for net
defined benefit (asset)/ liability and its components.

* It is actuarially calculated term of the liability using probabilities of death, withdrawal and retirement.

^A It is simple arithmetical difference between retirement age and average age (by zeroing out negatives for
employees above retirement age) and is calculated without using any decrements.

F. RISK EXPOSURE AND ASSET LIABILITY MATCHING

Provision of a defined benefit scheme poses certain risks, some of which are detailed hereunder, as
companies take on uncertain long-term obligations to make future benefit payments.

Liability Risks

¦ Asset-Liability Mismatch Risk

Risk which arises if there is a mismatch in the duration of the assets relative to the liabilities. By
matching duration with the defined benefit liabilities, the company is successfully able to
neutralize valuation swings caused by interest rate movements. Hence companies are
encouraged to adopt asset-liability management.

¦ Discount Rate Risk.

Variations in the discount rate used to compute the present value of the liabilities may seem
small, but in practise can have a significant impact on the defined benefit liabilities.

¦ Future Salary Escalation and Inflation Risk

Since price inflation and salary growth are linked economically, they are combined for disclosure
purposes. Rising salaries will often result in higher future defined benefit payments resulting in
a higher present value of liabilities especially unexpected salary increases provided at
management''s discretion may lead to uncertainties in estimating this increasing risk.

Unfunded Plan Risk

This represents unmanaged risk and a growing liability. There is an inherent risk here that the
company may default on paying the benefits in adverse circumstances. Funding the plan removes
volatility in company''s financials and also benefit risk through return on the funds made available for
the plan.

Notes:

1. Total debts consist of borrowings and lease liabilities.

2. Earnings available for debt services=profit for the year depreciation, amortization and impairment
finance cost provision for doubtful debts share-based payment to employees non-cash
charges.

3. Debt service = Interest payment for lease liabilities principal repayments.

4. Credit sales = Total Revenue opening contract assets - closing contract assets - opening deferred
revenue closing deferred revenue.

5. Earnings before interest and taxes = profit before tax finance cost - other income

6. Capital Employed = Average tangible net worth Total debt Deferred tax.

7. Average is calculated on the basis of opening and closing balances.

Reasons:

1. The variance is primarily due to a significant increase in current liabilities, driven by recognition of
short-term lease liabilities under Ind AS 116, increased short-term borrowings, higher trade payables,
outstanding statutory dues, and customer advances.

2. The debt-equity ratio for the current year is 0.62, whereas it was not applicable in the previous year
due to the absence of debt. The variance is due to the introduction of external debt in the current year
through new borrowings taken to support business expansion and working capital requirements.

3. The DSCR (Debt Service Coverage Ratio) for the current year is -0.31, while no ratio was reported in
the previous year due to the absence of debt. The variance is due to the introduction of new
borrowings in the current year, leading to interest and principal repayment obligations, while operating
cash flows were insufficient to meet these commitments.

4. The variance is due to a substantial increase in net loss during the year and a simultaneous rise in
shareholders’ funds, which together led to a deeper negative return on equity.

5. The variance is due to the introduction of credit sales in the current year, resulting in the recognition
of trade receivables and the emergence of the Trade Receivables Turnover Ratio.

6. The variance is on account of trade payables being Nil in the previous year. In the current year, normal
credit balances with vendors exist, resulting in a meaningful ratio.

7. The variance is due to a significant increase in current liabilities—primarily from lease liabilities, short¬
term borrowings, and customer advances—exceeding the growth in current assets, resulting in negative
net working capital.

8. The variance is due to higher revenue and reduced expenses, resulting in a lower net loss margin
compared to the previous year

9. The variance is due to an increase in net loss during the current year, which led to a more negative ratio
compared to the previous year.

37. Financial risk management

The Company’s financial liabilities comprise mainly of trade payables and other payables. The
Company’s financial assets comprise mainly of investments, cash and cash equivalents, other balances
with banks and other receivables.

Company has exposure to following risks arising from financial instruments:

- Credit Risk

- Liquidity Risk

- Market Risk

Risk Management Framework

Company’s board of directors has overall responsibility for establishment of Company’s risk
management framework. Management is responsible for developing and monitoring Company’s risk
management policies. Management identifies, evaluate and analyses the risks to which is company is
exposed to and set appropriate risk limits and controls to monitor risks and adherence to limits.

Management periodically reviews its risk policy and systems to assess need for changes in the policies
to adapt to the changes in market conditions and align the same to the business of the Company.
Management through its interaction and training to concerned employees aims to maintain a
disciplined and constructive control environment in which concerned employees understand their roles
and obligations.

i. Credit Risk

Credit risk is the risk of financial loss to the Company if a customer or counterparty to a
financial instrument fails to meet its contractual obligations and arises partially from the

Company’s receivables from customers, loans and investment in debt securities. The carrying
amount of financial assets represents the maximum credit risk exposure. The Company has
credit policies in place and the exposures to these credit risks are monitored on an ongoing
basis.

The principal credit risk that the Company is exposed to is non-collection of trade receivables
and late collection of receivables leading to credit loss. The risk is mitigated by reviewing
creditworthiness of the prospective customers prior to entering into contract and post
contracting, through continuous monitoring of collections by a dedicated team.

The Company reviews trade receivables on periodic basis and makes provision for doubtful
debts if collection is doubtful. The Company also calculates the expected credit loss (ECL)
for non-collection and for delay in collection of receivables. The Company makes additional
provision if the ECL amount is higher than the provision made for doubtful debts. In case
the ECL amount is lower than the provision made for doubtful debts, the Company retains
the provision made for doubtful debts without any adjustment.

The provision for doubtful debts including ECL allowances for non-collection of receivables
and delay in collection, on a combined basis, was Rs. 0.04 Lakhs as at March 31, 2025, Nil as
at March 31, 2024 and Nil as at March 31, 2023. The movement in allowances for doubtful
accounts comprising provision for both non-collection of receivables and delay in collection
is as follows:

ii. Liquidity Risk

Liquidity risk is the risk that the Company will encounter difficulty in meeting financial
obligations due to shortage of funds. The Company’s objective is to maintain a balance
between continuity of funding and flexibility through available funding from shareholder. The
Company’s financial liabilities are due within one year.

iii. Market Risk

Market risk is the risk that the fair value of future cash flows of a financial instrument will
fluctuate because of changes in market prices. Market risk comprises two types of risks;

- Interest rate risk

- Currency Risk

Financial instruments affected by market risk includes investments, trade payables, loans and
other financial instruments.

The objective of market risk management is to manage and control market risk exposures
within acceptable parameters, while optimizing the return

Interest rate risk and sensitivity

iv. Interest rate risk is the risk that the fair value or future cash flows of a financial instrument
will fluctuate because of changes in market interest rates. Presently the Company’s has no
exposure to the risk of changes in market interest rates.

Foreign currency risk and sensitivity

The Company is exposed to currency risk on account of Trade Receivables. The functional
currency of the Company is Indian Rupees.

The Company does not use derivative financial instruments for trading or speculative
purposes.

39. Other statutory information’s

i. The Company do not have any Benami property, where any proceeding has been
initiated or pending against the Company for holding any Benami property.

ii The Company do not have any transactions with companies struck off.

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

iv The Company have not traded or invested in Crypto currency or Virtual Currency
during the financial year.

v The Company have not advanced or loaned or invested funds to any other person(s)
or entity(ies), including foreign entities (Intermediaries) with the understanding that
the Intermediary shall

(a) directly or indirectly lend or invest in other persons or entities identified in
any manner whatsoever by or on behalf of the Company (Ultimate
Beneficiaries) or

(b) provide any guarantee, security or the like to or on behalf of the Ultimate
Beneficiaries.

vi The Company have not received any fund from any person(s) or entity(ies), including
foreign entities (Funding Party) with the understanding (whether recorded in writing
or otherwise) that the Company shall

(a) directly or indirectly lend or invest in other persons or entities identified in
any manner whatsoever by or on behalf of the Company (Ultimate
Beneficiaries) or

(b) provide any guarantee, security or the like to or on behalf of the Ultimate
Beneficiaries.

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

viii The Company has not defaulted on any of the loan taken from banks, financial
institutions or another lender.

xi The Company has not revalued its property, plant and equipment (including right-of-
use assets) or intangible assets or both during the current or previous year.

xii The Company has complied with the number of layers prescribed under Companies
Act, 2013.

40. The company has purchased the balance 40% equity stake of Global Talent Track Private
Limited as on September 1, 2024 for consideration of Rs. 1,000 Lakhs.

41. The agreement for purchase of shares of M/s CRG Solutions Private Limited was signed on
December 31, 2024 for purchase of shares in a phased manner. The payment of Rs. 586.13
Lakhs for acquisition of 10.51% of shares of M/s CRG Solutions Private Limited was made
on January 27, 2025 but due to procedural issues the shares were transferred to companies
account on April 11, 2025. The company in its EOGM dated March 26, 2025 has approved
to acquire 67.30% of M/s CRG Solutions Private Limited via swap of shares. The swap of
shares has affected on April 18, 2025. The effective control has established by appointment
of director from April 1, 2025 and taking over the management control.

42. The agreement for purchase of shares of M/s Alpharithm Technologies Private Limited was
signed on March 3, 2025 for purchase of 100% of its shares. The payment of Rs.251.55 Lakhs
for acquisition of 16.77 of shares of M/s Alpharithm Technologies Private Limited was made
on March 29, 2025 but due to procedural issues the shares were transferred to companies
account on April 7, 2025. The company in its EOGM dated March 26, 2025 has approved to
acquire the balance 83.23% of M/s Alpharithm Technologies Private Limited via swap of

shares. The swap of shares has affected on April 18, 2025. The effective control has
established by appointment of director from April 1, 2025 and taking over the management
control.

43. An advance of Rs. 354 Lakhs has been given to O2 Breathing Brains Private Limited in respect
of purchasing their IP rights of their LMS platforms for business expansion of the company
after carrying out necessary checks and verification as per the letter of intent issued.

44. An advance of Rs. 177 Lakhs has been given to Ujjvilas Technologies and Software Private
Limited in respect of purchasing IP rights of their various in-house developed software’s for
business expansion of the company after carrying out necessary checks and verification as per
the letter of intent issued.

45. The Company had announced a Rights Issue of 1,91,61,915 equity shares on a 1:1 basis,
offered to eligible shareholders as on the record date of January 14, 2025. The Rights Issue
was priced at Rs. 26 per share, with Rs. 6.50 per share payable on application and the balance
to be called in subsequent calls as decided by the Board. The Rights Issue opened on January
27, 2025, and closed on February 25, 2025.

The Company received advance call money amounting to Rs. 1,188.12 Lakhs up to March 31,
2025, before making the final call.

46. The financials for the year ending March 31, 2024, March 31, 2023, and March 31, 2022, were
restated as per requirement of SEBI and Companies Act relating to rights issue of shares by
the company.

47. The audited standalone Financials after review of the Audit Committee were approved by the
Board of Directors at its meeting held on May 20, 2025.

48. The figures for the corresponding previous period have been regrouped/rearranged wherever
necessary, to confirm to Current Year''s classification.

As per our report of even date For and on behalf of Board of

attached Directors

FOR MEHTA AND MEHTA GTT DATA SOLUTIONS

Chartered Accountants LIMITED

Firms Registration Number:

016513C

CA NAMRATA MEHTA Ganesh Natarajan Pankaj Ramesh Samani

Partner Chairman & Whole-time Managing Director

Membership No. 444456 Director DIN: 06799990

DIN: 00176393

Place: Sangli Chirag Jitendra Samani Ebrahim Saifuddin Nimuchwala

Date: May 20, 2025 Chief Financial Officer Company Secretary

May 20, 2025 ACS: 60947

May 20, 2025

Terms and rights attached to equity shares:

The Company has only one class of equity share having par value of Rs. 10/- per share. Each holder of Equity share is entitled to one vote per share.

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

Level 1: Level 1 hierarchy includes financial instruments measured using quoted prices. This includes listed equity instruments, traded bonds and mutual funds that have quoted price. The fair value of all equity instruments (including bonds) which are traded in the stock exchanges is valued using the closing price as at the reporting period. The mutual funds are valued using the closing NAV.

Level 2: The fair value of financial instruments that are not traded in an active market (for example, traded bonds, over-the- counter derivatives) is determined using valuation techniques which maximise the use of observable market data and rely as little as possible on entity-specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is included in level 2.

Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in level 3. This is the case for unlisted equity securities, contingent consideration and indemnification asset included in level 3.

27

28 Disclosure pursuant to IND AS -19 ’Employee Benefits*

Defined Benefit Plan:

The following are the types of defined benefit plans: a Gratuity Plan

15 days salary for every completed year of service. Vesting period is 5 years and payment is restricted to Rs. 20 lacs. The present value of defined obligation and related current cost are measured using the Projected Credit Method with actuarial valuation being carried out at each balance sheet date.

29 Contingent Liabilities and Commitments

Claims against the company not acknowledged as debts:

A demand of ?2,41,991/- has been raised against the Company by the Income Tax Department for Asst Year 2007-08 vide order u/s 143(1) on 06.02.2009. The Company has disputed the same by preferring an appeal before the ITAT - Mumbai The Appeal is still pending. As per Income Tax Dept, demand of ?23,011/- is still outstanding as on date.

2Q No proceedings have been initiated or is pending against the Company fold holding any benami property under the Benami Transactions (Prohibhition) Act, 1988 (45 of 1988) and the rules made thereunder

31 The Company has not been declared wilful defaulter by any bank or financial Institution or other lender.

32 The Company does not have any transactions with companies struck off under section 248 of the companies Act, 2013 as on the Balance Sheet date

33 To the best of the knowledge and belief of the management, as on the date of balance sheet, no funds have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the company to or in any other person(s), including foreign entities ("Intermediaries”), with the understanding, whether recorded in writing or otherwise, that the Intermediary shall, direcdy or indirecdy lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company (“Ultimate Beneficiaries”) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

34 The Company does not have any transactions not recorded in books of accounts that has been surrendered or disclosed as income during the year and previous year in the tax assessments under the Income Tax Act, 1961.

35 The Company has not traded or invested in any crypto currency or virtual currency dining the year and previous year.

36 There has been no fraud by the Company or on the Company during the year and previous year.

39 An interest-free advance of ?75,00,000/- has been given to M/s W D Enterprises Private limited on 20th March, 2024 in respect of purchase of office and training equipments. The advance still remains and no purchases have been made till 31st March, 2024. However the managment is planning to do necessary purchases in the forseeable future. The same has been disclosed as Advances Given under Loan - Non-Current in Note 3 (b) of Notes forming part of the financial statements..

40 An interest-free advance of ?2,25,00,000/- has been given to M/ s Pronto Entertainment Private limited on 20th March, 2024 in respect of hosting of event for providing training to students and other participants. The advance still remains and no expenses have been incurred till 31st March, 2024. However the managment is planning to host such events in the forseeable future. The same has been disclosed as Advances Given under Loan - Non-Current in Note 3(b) of Notes forming part of the financial statements..

41 The company has acquired two subsidiaries namely Global Talent Track Private limited and Itarium Technologies India Private limited on 13th March, 2024. Hence the consolidation has been prepared considereing 13th March, 2024 as the date of acquisition. Further no previous year figures have been reported since this is the first year of acquisition of any subsidiary

1. TERMS/ RIGHTS ATTACHED TO EQUITY SHARES

The Company has only one class of equity share having par value of Rs.10/- per share. Each holder of Equity share is entitled to one vote per share.

In the event of liquidation of the company, the holder 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 share held by the shareholders.

2.OTHER NOTES ON ACCOUNTS

i Based on the information / documents available with the Company, no creditor is covered under Micro, Small and Medium Enterprise Development Act, 2006. As a result, no interest provision/payments have been made by the Company to such creditors, if any, and no disclosures thereof are made in these accounts.

ii The Company has parked temporarily its surplus funds in money market liquid funds which are readily realisable.

iii The management has assessed that there is no impairment of Fixed Assets requiring provision in the Accounts. Accordingly, there is no debit to the Profit & Loss Account for the impairment of Assets.

iv The Financial Statements and Notes on Account has been prepared as per Companies Act, 2013 with their Schedule as the same is effective on 1st April, 2014

v Deferred Taxation :

No Provision has been made for Deferred Tax Assets in respect of assessed unabsorbed brought forward losses and unabsorbed depreciation as per Income Tax Act in view on uncertainity of income that will be available for realisation of the said asset. However, the company will made the deferred tax assets/ liabilities on the timing difference for the period in which there is virtual certainty of future income.

vi Segment Report:

The Company is not engaged in any business during the year so Segment Reporting as per Accounting Standard 17 is not applicable.

vii Related Party Disclosure :

As per accounting statndard 18 the information for related parties is given below: Name of the related parties

ASSOCIATES - None

SUBSIDIARIES - None

KEY MANAGEMENT PERSONNEL ( KMP )

1. Pradeep Kumar Daga (upto 31/01/2015) - Managing Director

2. Vinita Daga (from 01/02/2015) - Managing Director (Wife of Pradeep Kr. Daga)

3. Harshwant Joshi (from 11/09/2015) - Chief Financial Officer

4. Sweta Sethia - Company Secretary

RELATIVES OF (KMP) - None

viii The Company has Complied this information based on the current information in its possession. As at 31.03.2015, No supplier has intimated the Company about its status as a Micro or Small enterprise or its Registration with the appropriate authority under under Micro, Small and Medium Enterprise Development Act, 2006.

Amount due to Micro Small and Medium Enterprises as on 31.03.2015 Rs. NIL (PY Rs. NIL)

ix Effective from 1st April, 2014, the Company has charged depreciation based on the useful life of the assets as per the requirement of Schedule II of the Companies Act, 2013. It has recomputed the depreciation on various fixed assets in accordance with and in the manner prescribed with Part C of Schedule II of the Companies Act, 2013. The aggregate difference between the depreciation so computed as per the companies Act, 2013 till 31st March, 2014 and the depreciation charged in the accounts till 31st March, 2014 has been debited to the opening balance of profit & Loss Account.

Deferred Tax assets arising there on has been debited to or credited to against the opening balance of Profit & Loss Account.

x No provision has been made on account of leave salary as there are no leave to the credit of employees as at the end of the year.

xi No provision has been made on account of gratuity as there are no employees who have completed the required number of years as per the Payment of Gratuity Act, 1972.

xii Previous Year figures have been regrouped, rearranged or recasted wherever considered necessary.

A. TERMS/ RIGHTS ATTACHED TO EQUITY SHARES

The Company has only one class of equity share having par value of Rs 10/- per share. Each holder of Equity share is entitled to one vote per share.

In the event of liquidation of the company, the holder 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 share held by the shareholders.

1 Based on the information / documents available with the Company, no creditor is covered under Micro, Small and Medium Enterprise Development Act, 2006. As a result, no interest provision/payments have been made by the Company to such creditors, if any, and no disclosures thereof are made in these accounts.

2 Loans, advances and sundry creditors balances are subject to confirmation by the respective parties.

3 The management has assessed that there is no impairment of Fixed Assets requiring provision in the Accounts. Accordingly, there is no debit to the Profit & Loss Account for the impairment of Assets.

4 Deferred Taxation :

No Provision has been made for Deferred Tax Assets in respect of assessed unabsorbed brought forward losses and unabsorbed depreciation as per Income Tax Act in view on uncertainity of income that will be available for realisation of the said asset.

5 Segment Report :

The Company is not engaged in any business during the year so Segment Reporting as per Accounting Standard 17 is not applicable.

7 The Company has Complied this information based on the current information in its possession. As at 31.03.2014, No supplier has intimated the Company about its status as a Micro or Small enterprise or its Registration with the appropriate authority under Micro, Small and Medium Enterprise Development Act, 2006.

Amount due to Micro Small and Medium Enterprises as on 31.03.2014 RS. NIL ( PY RS NIL )

8 No provision has been made on account of leave salary as there are no leave to the credit of employees as at the end of the year.

9 No provision has been made on account of gratuity as there are no employees who have completed the required number of years as per the Payment of Gratuity Act, 1972.

Previous Year figures have been regrouped, rearranged or re-casted wherever

10 considered necessary.

1 Based on the information / documents available with the Company, no creditor is covered under Micro, Small and Medium Enterprise Development Act, 2006. As a result, no interest provision/payments have been made by the Company to such creditors, if any, and no disclosures thereof are made in these accounts.

2 Loans, advances and sundry debtors and sundry creditors balances are subject to confirmation by the respective parties

3 The management has assessed that there is no impairment of Fixed Assets requiring provision in the Accounts. Accordingly, there is no debit to the Profit & Loss Account for the impairment of Assets.

4 Deferred Taxation :

No Provision has been made for Deferred Tax Assets in respect of assessed unabsorbed brought forward losses and unaborbed depreciation as per Income Tax Act in view on uncertainity of incomethat will be available for realisation of the said asset.

5 Segment Report : The Company is not engaged in any business during the year so Segment Reporting as per Accounting Standard 17 is not applicable.

6 Related Party Disclosure : As per accounting statndard 18 the information for related parties is given below:

Name of the related parties

KEY MANAGEMENT PEROSNNEL ( KMP )

1. Pradeep Kumar Daga

2. Vinita Daga RELATIVES OF ( K M P )

7 The Company has Complied this information based on the current information in its possession. As at 31.03.2013, No supplier has intimated the Company about its status as a Micro or Small enterprise or its Registration with the appropriate authority under Amount due to Micro Small and Medium Enterises as on 31.03.2013 ` NIL ( PY ` NIL)

8 No provision has been made on account of leave salary as there are no leave to the credit of employees as at the end of the year.

9 No provision has been made on account of gratuity as there are no emloyees who have completed the required number of years as per the Payment of Gratuity Act, 1972.

10 Previous Year figures have been regrouped, rearranged or recasted wherever considered necessary.

Notes on Financial Statement for the year ended 31st March, 2012 The previous year figures have been regrouped/reclassified, wherever necessary to confirm to current year presentation.

a) In earlier year the company had issued 7,500,000 Convertible Warrants of Rs. 10/- each at a premium of Rs. 4/- per share to M/s India Emerging Capital Private Limited ( Promoter Shareholder) which as per the terms & conditions were to be converted into 7,500,000 Equity Shares of 10/- each within 18 months from the date of allotment after making balance payment due, however, the company did not receive the balance payment before the due date and therefore the Board of Directors in their meeting held on 10th January 2010 has forfeited the entire share application money and the money received earlier has been transferred to Capital Reserve Account

1. Contingent Liabilities: Claims against the company not acknowledged as debts: Nil.

2. Estimated amount of contracts remaining to be executed on Capital Account and not provided for Nil

3. In the opinion of the Board of Directors, Current Assets, Non-Current Assets, Long Term Loans and Advances & Short Term Loan & Advances have a value of at least equal to the amounts shown in the Balance sheet, if realized in the ordinary course of business. The provision for all known liabilities is adequate and not in excess of the amount reasonably necessary.

4. During the previous year the company has disposed off substantially the whole of the immovable property situated at Mumbai and consequently the remaining revaluation reserve created on 1st March, 1994 amounting to Rs. 21,46,724 has been credited to premises in Fixed Assets Note No.:4. The resultant profit amounting to Rs. 68,76,810 /- on sale of such asset has been credited to Profit on Sale of Asset.

5. The Company has no long term or post employment benefit as the company did not have the minimum employees as required under the provisions of Employees Provident Fund Act and Employee State Insurance Act (defined contribution plans), hence it is not liable to make contributions under the above mentioned acts. Further, the Payment of Gratuity Act, 1972 (defined benefit plan) is not applicable to the Company due to the reasons mentioned above.

6. In few cases advances/creditors remained unconfirmed.

7. Additional information pursuant to the Provisions of Schedule VI of the Companies Act, 1956 to the extent applicable is given :-

i) Salaries & Allowances in Note 10 includes Managerial Remuneration as under:

Current Year (Rs.) Previous Year (RS.)

Salary Rs. 2,89,000 2,76,000

8. The Company is in the process of identifying suppliers who have registered themselves under "The Micro, Small and Medium Enterprises Development Act 2006". As of date the Company has not received confirmation in this regard from any of its registered suppliers. Therefore, the information in this regard has not been disclosed.

10. Related Party Disclosures

a. List of related parties

Parties where control exists: Promoter Shareholder:

2010-11 2011-12

M/s India Emerging Capital Pvt Ltd. -

Key managerial personnel:

2010-11 2011-12

Mr. Abhineet Gupta (Managing Director) Mr. Pradeep kumar Daga (Additional Director)

Mr. Diwakar Gandhi (Chairperson) Mrs. Vinita Daga (Additional Director)

Mr.Mukesh Pathak (Director) Mr.Mukesh Pathak (Director)

Mr.S.C.Sachdeva (Director) Mr.S.C.Sachdeva (Director)

Mr. Manmohan Raghunath Prasad Prahladka (Additional Director)

Transactions with related parties

Name of related party Nature of Nature of Volume of relationship transactions transactions during the year

Abhineet Gupta Key Management Remuneration Rs.2.89 lacs (Managing Director) Personnel (Previous Year Rs. 2.76 lacs)

Abhineet Gupta Key Management Loan Nil (Managing Director) Personnel (Previous Year Rs. 1.5 lacs)

Notes:- a. Related party relationship is as identified by the Company and relied upon by the auditors.

b. Previous year figures are given in bracket.

11. Since the company has not carried activities consisting of production of advertising and promotional Films and documentaries for television and video post production services. There has been no segment reporting in accordance with the Accounting standard 17 of the ICAI.

12. In the absence of Taxable Income during the year and in view of brought forward losses, no provision for Income Tax has been made. Further the Deferred Tax Assets has also not been recognized as there is no virtual certainty that sufficient future taxable income will be available against which such Deferred Tax Assets can be realized.

13. The figures for the previous year have been regrouped/recast as far as practicable to make them comparable with those of the current year.

1. Contingent Liabilities: Claims against the company not acknowledged as debts: Nil.

2. Estimated amount of contracts remaining to be executed on Capital Account and not provided for Rs. Nil

3. In the opinion of the Board, Current Assets, Loans and Advances have a value of at least equal to the amounts shown in the Balance sheet, if realized in the ordinary course of business. The provision for all known liabilities is adequate and not in excess of the amount reasonably necessary.

4. In earlier year the company had issued 7,500,000 Convertible Warrants of Rs. 10/-each at a premium of Rs. 4/- per share to M/s India Emerging Capital Private Limited (Promoter Shareholder) which as per the terms & conditions were to be converted into 7,500,000 Equity Shares of 10/- each within 18 months from the date of allotment after making balance payment due, however, the company did not receive the balance payment before the due date and therefore the Board of Directors in their meeting held on 10th January 2010 has forfeited the entire share application money and the money received earlier has been transferred to Capital Reserve Account.

5. During the year the company has disposed off substantially the whole of the immovable property situated at Mumbai and consequently the remaining revaluation reserve created on 1st March, 1994 amounting to Rs.21,46,724 has been credited to premises in Fixed Assets Schedule No. :3. The resultant profit amounting to Rs. 68,76,810 /- on sale of such asset has been credited to Profit on Sale of Asset.

6. The Company has no long term or post employment benefit as the company did not have the minimum employees as required under the provisions of Employees Provident Fund Act and Employee State Insurance Act (defined contribution plans), hence it is not liable to make contributions under the above mentioned acts. Further, the Payment of Gratuity Act, 1972 (defined benefit plan) is not applicable to the Company due to the reasons mentioned above.

7. In few cases advances/creditors remained unconfirmed,

8, The Company is in the process of identifying suppliers who have registered themselves under "The Micro, Small and Medium Enterprises Development Act 2006". As of date the Company has not received confirmation in this regard from any of its registered suppliers. Therefore, the information in this regard has not been disclosed.

9. Related Party Disclosures

a. List of related parties

Parties where control exists:

Promoter Shareholder : M/s India Emerging Capital Pvt Ltd.

Key managerial personnel : Abhineet Gupta (Managing Director)

Diwakar Gandhi (Chairman)

Mukesh Pathak (Director)

S.C.Sachdeva (Director)

10. Since the company has not carried activities consisting of production of advertising and promotional Films and documentaries for television and video post production services. There has been no segment reporting in accordance with the Accounting standard 17 of the ICAI.

11. In the absence of Taxable Income during the year and in view of brought forward losses, no provision for Income Tax has been made. Further the Deferred Tax Assets has also not been recognized as there is no virtual certainty that sufficient future taxable income will be available against which such Deferred Tax Assets can be realized.

12. The figures for the previous year have been regrouped/recast as far as practicable to make them comparable with those of the current year.

1. Contingent Liabilities: Claims against the company not acknowledged as debts: Nil.

2. Estimated amount of contracts remaining to be executed on Capital Account and not provided for Rs. Nil

3. In the opinion of the Board, Current Assets, Loans and Advances have a value of at least equal to the amounts shown in the Balance sheet, if realized in the ordinary course of business. The provision for all known liabilities is adequate and not in excess of the amount reasonably necessary.

4. In previous year the company had issued 7,500,000 Convertible Warrants of Rs, 10/- each at a premium of Rs. 4/- per share to M/s India Emerging Capital Private Limited ( Promoter Shareholder) which as per the terms & conditions were to be converted into 7,500,000 Equity Shares of 10/- each within 18 months from the date of allotment after making balance payment due, however, the company did not receive the balance payment before the due date and therefore the Board of Directors in their meeting held on 10th January 2010 has forfeited the entire share application money and the money received earlier has been transferred to Capital Reserve Account.

5. The Company has no long term or post employment benefit as the company did not have the minimum employees as required under the provisions of Employees Provident Fund Act and Employee State Insurance Act (defined contribution plans), hence it is not liable to make contributions under the above mentioned acts. Further, the Payment of Gratuity Act, 1972 (defined benefit plan) is not applicable to the Company due to the reasons mentioned above.

6. Additional information pursuant to the Provisions of Schedule VI of the Companies Act, 1956 to the extent applicable is given :-

7 The Company is in the process of identifying suppliers who have registered themselves under "The Micro, Small and Medium Enterprises Development Act 2006". As of date the Company has not received confirmation in this regard from any of its registered suppliers. Therefore, the information in this regard has not been disclosed.

8 Related Party Disclosures

a. List of related parties

Parties where control exists:

Promoter Shareholder : M/s India Emerging Capital Pvt Ltd.

Key managerial personnel : Abhineet Gupta (Managing Director

Diwakar Gandhi (Director)

Notes:-

a. Related party relationship is as identified by the Company and relied upon by the auditors.

b. Previous year figures are given in bracket.

9 Since the company has not carried activities consisting of production of advertising and promotional Films and documentaries for television and video post production services. There has been no segment reporting in accordance with the Accounting standard 17 of the ICAI.

10 In the absence of Taxable Income during the year and in view of brought forward losses, no provision for Income Tax has been made. Further the Deferred Tax Assets has also not been recognized as there is no virtual certainty that sufficient future taxable income will be available against which such Deferred Tax Assets can be realized.

11 According to Accounting standard- AS 20 issued by the Institute of Chartered Accountants of India on Earning per share the details are: -

12 The figures for the previous year have been regrouped/recast as far as practicable to make them comparable with those of the current year.