h) Provisions, Contingent Liabilities and
Contingent Assets

Provisions are recognised when the Company has
a present obligation as a result of a past event, it is
probable that an outflow of resources will be requi red

to settle the obligation and a reliable estimate can
be made. Provisions are reviewed at each reporting
date and adjusted to reflect current best estimates.
Provisions are measured at the best estimate of the
expenditure required to settle the present obligation
at the balance sheet date and are reviewed at each
reporting date. Onerous contracts are provided
for when the unavoidable costs of meeting the
obligations exceed the expected benefits.

Contingent liabilities are disclosed when there is a
possible obligation arising from past events whose
existence will be confirmed only by uncertain future
events not wholly within the Company’s control, or a
present obligation that is not recognised because a
probable outflow is not expected or cannot be reliably
measured. Contingent assets are not recognised but
are disclosed when an inflow of economic benefits
is probable.

i) Leases

Leases are classified as finance leases where
substantially all the risks and rewards incidental to
ownership are transferred to the Company. Assets
taken on finance lease are capitalised at the lower
of fair value and the present value of minimum lease
payments with a corresponding liability recognised;
lease payments are apportioned between finance
charges and reduction of the liability using the
effective interest method.

Operating lease rentals are recognised as an
expense on a straight-line basis over the lease term,
unless the escalation is structured to compensate
for expected general inflation, in which case the
expense is recognised as per the terms of the
lease. Future minimum lease payments under non¬
cancellable operating leases are disclosed separately
in the notes.

j) Foreign Currency Transactions

Foreign currency transactions are recorded at the
exchange rates prevailing on the date of transaction.
Monetary assets and liabilities denominated in
foreign currencies are translated at the closing
exchange rate at the reporting date. Exchange
differences arising on settlement or translation are
recognised in the Statement of Profit and Loss.

Exchange differences on long-term foreign
currency monetary items relating to acquisition of
depreciable capital assets are adjusted to the cost
of the assets and depreciated over the balance life
of the asset; exchange differences on other such
items are amortised over the remaining term of the
liability, in line with applicable MCA notifications.

Premium/discount on forward exchange contracts
is amortised over the life of the contract; exchange
differences on such contracts are recognised in the
Statement of Profit and Loss. Forward contracts
outstanding at the reporting date, other than those
for firm commitments or highly probable forecast
transactions, are marked-to-market and losses, if
any, recognised.

k) Investments

Investments intended to be held for more than one
year are classified as long-term and carried at cost,
less provision for diminution, other than temporary.
Current investments are carried at the lower of
cost and fair value, determined on an individual
investment basis. Provision for diminution is made
to recognise a decline, other than temporary, in the
value of long-term investments having regard to
the investee’s financial position, performance and
expected future cash flows.

Investments in subsidiaries identified by
management as held exclusively with a view to
subsequent disposal in the near future are presented
separately under “Other Current Assets” as assets
held for disposal, based on the approved disposal
plan and expected realisation. Such investments are
evaluated in accordance with AS 13, and paragraph
11 of AS 21 is considered, wherever applicable, for
consolidation assessment. Loans, advances and
other recoverable balances from such subsidiaries
continue to be presented under their respective
heads based on their underlying nature.

l) Retirement and Other Employee Benefits

• Provident Fund: Contributions to the provident
fund, a defined contribution plan, are recognised
as an expense when due in accordance with
statutory requirements. The Company has no
further obligations beyond the contributions.

• Gratuity: The Company operates an unfunded
defined benefit gratuity plan governed by the
Payment of Gratuity Act, 1972. The liability is
determined using the projected unit credit
method based on actuarial valuation at each
reporting date. Actuarial gains and losses are
recognised in the Statement of Profit and Loss.

• Compensated Absences: Liability for accumulating
compensated absences is recognised based on
actuarial valuation; non-accumulating absences
are recognised when availed.

• Short-term Benefits: Short-term employee
benefits are recognised at undiscounted amounts
in the period in which the related services
are rendered.

• Code on Social Security, 2020: The Company has
evaluated the impact of changes in labour laws
and related statutory requirements on employee
benefit obligations as and when such provisions
become applicable. The impact, where applicable,
is recognised based on actuarial valuation and
Management’s assessment.

m) Taxes on Income

Current tax is recognised in accordance with the
provisions of the Income-tax Act, 1961 for the
period to which it relates. Deferred tax is recognised
on timing differences between accounting income
and taxable income that originate in one period and
are capable of reversal in one or more subsequent
periods. Deferred tax assets are recognised only to
the extent there is reasonable certainty of realisation;
in case of unabsorbed depreciation and carry-forward
losses, deferred tax assets are recognised only when
there is virtual certainty supported by convincing
evidence. The carrying amount of deferred tax assets
is reviewed at each reporting date.

Minimum Alternate Tax (MAT) credit entitlement is
recognised as an asset when there is convincing
evidence that the Company will pay normal income
tax within the specified period; it is reviewed at
each reporting date and written down to the extent
it is no longer supported by such evidence. Indirect
taxes such as GST and other applicable taxes paid on
acquisition of assets or services are presented net
of recoverable credits, with unrecoverable amounts
forming part of the cost of the related asset or
expense. Provisions for uncertain tax positions are
recognised when outflow is probable based on
management’s assessment.

n) Government Grants

Government grants are recognised when there is
reasonable assurance that the conditions attached
will be complied with and the grants will be received.
Grants relating to specific fixed assets are deducted
from the gross value of the asset and depreciation is
charged on the reduced carrying amount over the
useful life. Grants related to revenue are recognised
in the Statement of Profit and Loss on a systematic
basis over the periods in which the related costs
are incurred. Non-monetary grants received at
concessional rates are accounted for at acquisition
cost. General assistance that cannot be reasonably
valued (e.g., infrastructure support, concessions) is
not recognised.

o) Earnings Per Share (EPS)

Basic earnings per share is computed by dividing
the net profit attributable to equity shareholders
by the weighted average number of equity shares
outstanding during the year, adjusted for bonus
issues, share splits and other capital adjustments,
wherever applicable.

Diluted earnings per share is computed by adjusting
the net profit attributable to equity shareholders
and the weighted average number of equity shares
outstanding for the effect of all dilutive potential
equity shares. Employee stock options granted by
the Company are considered dilutive potential equity
shares to the extent they are dilutive, in accordance
with the applicable Accounting Standard on Earnings
Per Share.

p) Impairment of Assets

At each balance sheet date, the Company assesses
whether there is any indication that an asset may
be impaired. If any indication exists, the recoverable
amount is estimated. An impairment loss is
recognised whenever the carrying amount of an
asset exceeds its recoverable amount. Recoverable
amount is the higher of an asset’s net selling price
and its value in use (present value of estimated
future cash flows from continuing use and from
disposal at the end of useful life). Assets are grouped
at the lowest levels for which there are separately
identifiable cash inflows. Impairment losses
recognised in prior periods are reversed when there
is a change in the estimates used to determine the
recoverable amount, except in the case of goodwill.
No impairment was identified in FY 2025-26
(FY 2024-25: Nil).

q) Cash and Cash Equivalents

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

r) Exceptional Items

Items of income and expense which are of such size,
nature or incidence that their separate disclosure is
considered necessary to explain the performance
of the Company are disclosed separately as
exceptional items.

s) Changes in Accounting Policies and
Estimates; Prior-Period Items

The financial statements have been prepared using
consistent accounting policies and estimates as
applied in the previous year. Changes in accounting
policies are disclosed with their financial impact,
where material. Changes in accounting estimates
are recognised prospectively. Prior-period items
are included in the determination of net profit or
loss for the current period with separate disclosure,
where material.

t) Related Party Disclosures

Disclosures are made in accordance with the
applicable Accounting Standard on Related Party
Disclosures. Related parties primarily include
subsidiaries, key management personnel and
entities over which key management personnel
exercise significant influence and entities where
control is intended to be temporary. Related party
transactions are undertaken in the ordinary course of
business and on terms approved by the management
/ appropriate authorities, wherever applicable. Year-
end balances are unsecured unless otherwise stated
and are recoverable / payable as per the underlying
contractual terms or mutually agreed arrangements.

u) Events After the Reporting Period

Adjusting events occurring between the reporting
date and the date when the financial statements
are approved that provide additional evidence of
conditions existing at the reporting date are reflected
in the financial statements. Material non-adjusting
events are disclosed separately.

v) Share-based Payments

The Company has instituted Equity-Settled
Employee Stock Option schemes for eligible
employees in accordance with the applicable
approvals and scheme documents. Employee stock
options granted are accounted for based on the
fair value of the options determined on the grant
date using an appropriate valuation model. The fair
value of options granted is recognised as employee
compensation expense over the vesting period, with
a corresponding credit to Employee Stock Options
Outstanding reserve.

The expense is recognised based on the number of
options expected to vest and is revised for subseq uent
changes in vesting estimates, wherever applicable.
On exercise of options, the amount standing to
the credit of Employee Stock Options Outstanding
reserve, together with the exercise proceeds received,
is transferred to equity share capital and securities
premium, as applicable. Options lapsed / forfeited
are accounted for in accordance with the terms of
the scheme and applicable accounting guidance.

The dilutive effect of outstanding options is reflected
as additional share dilution in the computation of
diluted earnings per share.

w) Previous Year''s Figures

Previous year’s figures have been regrouped/
reclassified, wherever necessary, to conform to the
current year’s presentation.

(a) The Company allotted 7,500 rated, unlisted, senior, secured, redeemable, transferable non-convertible debentures
of face value ^1,00,000 each, aggregating to ^7,500.00 lakhs, on a private placement basis on 7 January 2026.
The debentures carry a coupon rate of 11.65% per annum, payable monthly. The principal is redeemable in 12
quarterly instalments in accordance with the agreed redemption schedule, with final maturity on 6 January 2030.

The debentures are secured by a second-ranking charge over the Company’s current assets and unencumbered
movable fixed assets, a pledge over identified shares held in subsidiaries and a charge over the designated escrow
account and identified receivables.

(b) Unsecured term loan from OXYZO Financial Services Limited amounting to ^525.00 lakhs as at March 31, 2026
[March 31, 2025: Nil] represents conversion of the existing Working Capital Term Loan into a Term Loan pursuant
to the Addendum to Sanction Letter. The facility carries fixed interest at 14.50% per annum. The principal is
repayable in 6 quarterly instalments of ^87.50 lakhs each as per the revised repayment schedule.

(c) Unsecured business loan from OXYZO Financial Services Limited amounting to ^475 lakhs as at March 31, 2026
[March 31, 2025: Nil] is sanctioned for working capital purposes. The facility carries fixed interest at 14.50% per
annum and is repayable in 18 monthly instalments.

(d) Secured rupee term loan from ICICI Bank Limited amounting to ^2,412.11 lakhs as at March 31, 2026 [March
31, 2025: Nil] has been sanctioned for purchase of commercial property. The loan carries interest at 1 Year MCLR
plus 0.30% spread and is repayable in 120 equal monthly instalments after the applicable moratorium, as per
the sanctioned repayment schedule. The loan is secured by exclusive charge on the property financed.

(e) Secured vehicle loan from ICICI Bank Limited amounting to ^12.69 lakhs as at March 31, 2026 [March 31, 2025:
^16.48 lakhs] has been availed for purchase of vehicle. The facility carries fixed interest at 9.30% per annum and
is repayable in monthly instalments, with 37 EMIs outstanding as at the Balance Sheet date. The loan is secured
by hypothecation of the vehicle financed.

(f) Secured vehicle loan from State Bank of India amounting to ^4.03 lakhs as at March 31, 2026 [March 31, 2025:
^6.10 lakhs] has been availed for purchase of vehicle. The facility carries fixed interest at 9.30% per annum and
is repayable in monthly instalments, with 21 EMIs outstanding as at the Balance Sheet date. The loan is secured
by hypothecation of the vehicle financed.

(g) Secured vehicle loan from Bank of Baroda amounting to ^30.41 lakhs as at March 31, 2026 [March 31, 2025:
^36.07 lakhs] has been availed for purchase of vehicle. The facility carries fixed interest at 9.25% per annum and
is repayable in monthly instalments, with 51 EMIs outstanding as at the Balance Sheet date. The loan is secured
by hypothecation of the vehicle financed.

(h) Secured vehicle loan from Axis Bank Limited amounting to ^121.09 lakhs as at March 31, 2026 [March 31,
2025: Nil] has been availed for purchase of vehicle. The facility carries fixed interest at 9.20% per annum and is
repayable in monthly instalments, with 56 EMIs outstanding as at the Balance Sheet date. The loan is secured
by hypothecation of the vehicle financed.

(i) Secured vehicle loan from Axis Bank Limited amounting to ^149.31 lakhs as at March 31, 2026 [March 31,
2025: Nil] has been availed for purchase of vehicle. The facility carries fixed interest at 9.20% per annum and is
repayable in monthly instalments, with 56 EMIs outstanding as at the Balance Sheet date. The loan is secured
by hypothecation of the vehicle financed.

(j) Secured vehicle loan from Mercedes-Benz Financial Services India Private Limited amounting to ^170.50 lakhs as
at March 31, 2026 [March 31, 2025: Nil] has been availed for purchase of vehicle. The facility carries fixed interest
at 5.37% per annum and is repayable in monthly instalments, with 56 EMIs outstanding as at the Balance Sheet
date. The loan is secured by hypothecation of the vehicle financed.

(k) Secured vehicle loan from ICICI Bank Limited amounting to ^33.82 lakhs as at 31 March 2025 was secured
by hypothecation of the vehicles financed, carried interest at 9.30% per annum and was repayable in monthly
instalments. The facility was fully repaid and closed during the year ended 31 March 2026.

(l) Secured vehicle loan from BMW India Financial Services Private Limited amounting to ^4-1.86 lakhs as at 31 March
2025 was secured by hypothecation of the vehicles financed, carried interest at 11.25% per annum and was
repayable in monthly instalments. The facility was fully repaid and closed during the year ended 31 March 2026.

(m) Unsecured term loan from Hero FinCorp Limited amounting to ^15.63 lakhs as at 31 March 2025 carried interest
at 16.50% per annum and was repayable in accordance with the agreed repayment schedule. The facility was
fully repaid and closed during the year ended 31 March 2026.

(n) Unsecured term loan from Kisetsu Saison Finance (India) Private Limited amounting to ^12.01 lakhs as
at 31 March 2025 carried interest at 16.00% per annum and was repayable in accordance with the agreed
repayment schedule. The facility was fully repaid and closed during the year ended 31 March 2026.

(o) Unsecured term loan from Standard Chartered Bank amounting to ^28.80 lakhs as at 31 March 2025 carried
interest at 15.00% per annum and was repayable in accordance with the agreed repayment schedule. The facility
was fully repaid and closed during the year ended 31 March 2026.

(p) Unsecured term loan from UGRO Capital Limited amounting to ^19.53 lakhs as at 31 March 2025 carried interest
at 16.90% per annum and was repayable in accordance with the agreed repayment schedule. The facility was
fully repaid and closed during the year ended 31 March 2026.

(q) Unsecured term loan from Unity Small Finance Bank Limited amounting to ^19.85 lakhs as at 31 March 2025
carried interest at 16.50% per annum and was repayable in accordance with the agreed repayment schedule.
The facility was fully repaid and closed during the year ended 31 March 2026.

(r) The Company has not defaulted in repayment of principal or payment of interest in respect of any borrowing
during the year or as at 31 March 2026. The borrowings obtained during the year were utilised for the purposes
for which they were obtained.

(s) The aforesaid facilities are further secured by personal guarantees of the promoters amounting to H9,912.11 lakhs
wherever stipulated under the respective sanction terms.

(i) The Company has availed fund-based working capital facilities aggregating to ^2,000 lakhs from ICICI Bank
Limited, comprising cash credit, bills discounting and working capital demand loan facilities. The facilities are
repayable on demand / on maturity of respective drawdowns and carry interest at 6-month MCLR plus 25 bps.
The facilities are secured by hypothecation of current assets, lender-stipulated margins and other securities.

(ii) The Company has availed fund-based working capital facilities aggregating to ^5,000 lakhs from YES Bank
Limited, comprising cash credit and working capital demand loan facilities. The facilities are repayable on demand
/ on maturity of respective drawdowns and carry interest at EBLR linked to repo rate plus 3.75% p.a. The facilities
are secured by first pari passu hypothecation charge over the Company’s current assets and movable fixed
assets, lien on fixed deposits / cash collateral as stipulated in the sanction terms.

(iii) The Company has availed fund-based working capital facilities aggregating to ^5,000 lakhs from Federal Bank
Limited, comprising working capital demand loan, cash credit and purchase invoice discounting facilities. The
facilities are repayable on demand / on maturity of respective drawdowns and carry interest as per the applicable
pricing letter. The facilities are secured by first pari passu charge over the Company’s current assets, second
pari passu charge over movable fixed assets, cash margin in the form of fixed deposits as stipulated in the
sanction terms.

(iv) The Company has availed fund-based working capital facilities aggregating to ^4,000 lakhs from Kotak Mahindra
Bank Limited, comprising working capital demand loan, cash credit and purchase invoice finance facilities. The
facilities are repayable on demand / on maturity of respective drawdowns and carry interest at MCLR / applicable
benchmark rate plus agreed spread. The facilities are secured by first pari passu hypothecation charge over
current assets, second pari passu charge over movable fixed assets, lien over fixed deposits as stipulated in the
sanction terms.

(v) The Company has availed fund-based working capital facility aggregating to ^3,000 lakhs from Indian Bank in the
form of overdraft / working capital loan. The facility is repayable on demand and carries interest at 1-year MCLR
plus 65 bps. The facility is secured by first pari passu hypothecation charge over the Company’s current assets,
both present and future, along with fixed deposits / cash margin, collateral cover as stipulated in the sanction
terms.

(vi) The Company has availed fund-based working capital facilities aggregating to ^1,000 lakhs from HDFC Bank
Limited, comprising cash credit and working capital demand loan facilities. The facilities are repayable on demand
/ on maturity of respective drawdowns and carry interest at the applicable reference rate plus agreed spread.
The facilities are secured by hypothecation of stock and receivables, lien over applicable margin / deposits as
stipulated in the sanction terms.

(vii) The Company has availed fund-based working capital facility aggregating to ^5,000 lakhs from Axis Bank
Limited in the form of cash credit. The facility is repayable on demand and carries interest as per the applicable
pricing agreed with the bank. The facility is secured by the common working capital security package, including
hypothecation of current assets comprising raw materials, stock-in-process, finished goods, stores and spares,
tools and book debts, along with applicable margins / cash collateral as stipulated in the sanction terms.

(viii) The Company has availed fund-based working capital facility aggregating to ^450 lakhs from State Bank of India in
the form of cash credit. The facility is repayable on demand and carries interest at the applicable bank benchmark
rate plus agreed spread. The facility is secured by hypothecation of the Company’s stock, receivables and other
current assets, along with applicable cash collateral / margin as stipulated in the sanction terms.

(ix) Working capital demand loan facility of ^1,000.00 lakhs from Mizuho Capsave Finance Private Limited has been
sanctioned for working capital requirements and carries interest at 12.00% per annum.

(x) Working capital term loan facility of ^1,000 lakhs from Ratnaafin Capital Private Limited has been sanctioned
for working capital requirements and carries interest at 12.00% per annum.

(xi) Working capital demand loan facility of ^500.00 lakhs from Shriram Finance Limited has been sanctioned for
working capital requirements and carries interest at 12.90% per annum, was fully repaid and closed during
the year.

(xii) Business loan / overdraft facility of ^100.00 lakhs from Aditya Birla Finance Limited has been sanctioned for
business requirements and carries interest at 16.25% per annum, was fully repaid and closed during the year.

(xiii) Dropline facility of ^35.89 lakhs from Bajaj Finance Limited has been sanctioned for business requirements and
carries interest at 17.00% per annum, was fully repaid and closed during the year.

(xiv) Dropline overdraft facility of ^35.00 lakhs from L&T Finance Limited has been sanctioned for working capital
requirements and carries interest at 18.00% per annum, was fully repaid and closed during the year.

(xv) The aforesaid facilities are further secured by personal guarantees of the promoters amounting to H25,450 lakhs
wherever stipulated under the respective sanction terms.

(xvi) The Company has not defaulted in repayment of principal and interest to any lender during the year and there
is no continuing default in repayment of loans and interest as at the Balance Sheet date.

(i) During the year, the Company completed the development of its software tool designed to enhance the
efficiency of accounting systems. Accordingly, expenditure amounting to ^30.36 lakhs has been capitalised
under Intangible Assets, including amounts previously disclosed under Intangible Assets Under Development

(ii) Capital Work-in-Progress represents expenditure incurred towards construction of the Company’s proposed
Head Office building. During the year, two floors were completed and the related cost was capitalised under
“Buildings” in Property, Plant and Equipment, as the said portion was available for its intended use. The balance
expenditure relating to the portions under construction continues to be disclosed as Capital Work-in-Progress.

(iii) There are no Capital Work-in-Progress projects whose completion is overdue or whose cost has exceeded the
original plan as at the reporting date.

(II) Additional Regulatory Information as per Para Y of Schedule III to Companies Act, 2013

(a) The Company does not hold any immovable property whose title deeds are not in the name of the Company,
other than properties where the Company is a lessee and the lease agreements are duly executed in favour of
the Company.

(b) The Company has not revalued its Property, Plant and Equipment or intangible assets during the year.

(c) The Company has granted loans amounting to H20,076.57 Lakhs during the year to meet the working capital of
its subsidiaries related parties, either severally or jointly with any other person, which are repayable on demand
or without specifying any terms or period of repayment.

(d) The Company has capital work-in-progress as at the reporting date. The ageing and project-wise details of capital
work-in-progress have been disclosed in Note No. 12. The Company does not have intangible assets under
development as at the reporting date.

(e) No proceedings have been initiated or are pending against the Company for holding any benami property under
the Benami Transactions (Prohibition) Act, 1988 and the rules made thereunder.

(f) The Company has been sanctioned a working capital limit of more than Five Crores Rupees in form of working
capital demand loan and credit facilities. The returns or statements of current assets filed by the Company with
the banks or financial institutions are in agreement with the unaudited books of accounts.

(g) The Company has not been declared a wilful defaulter by any bank, financial institution, other lender, Government
or Government authority.

(h) The Company does not have any transactions with companies struck off under section 248 of the Companies
Act, 2013.

(i) The Company does not have any charge or satisfaction of charge which is yet to be registered with the Registrar
of Companies beyond the statutory period.

(j) The Company does not have any transaction not recorded in the books of account which has been surrendered
or disclosed as income during the year in tax assessments under the Income-tax Act, 1961.

(k) The Company has complied with the number of layers prescribed under clause (87) of section 2 of the Companies
Act, 2013 read with the Companies (Restriction on number of Layers) Rules, 2017.

(l) The Company has not entered into any Scheme of Arrangements which has been approved by the Competent
Authority in terms of sections 230 to 237 of the Companies Act, 2013, during the year.

(m) The Company has not traded or invested in cryptocurrency or virtual currency during the year.

(n) The Company has not advanced, loaned or invested funds, either from borrowed funds, share premium or any
other sources or kind of funds, to any person or entity, including foreign entities, with the understanding, whether
recorded in writing or otherwise, that such person or entity 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; or

(b) provide any guarantee, security or the like on behalf of the ultimate beneficiaries.”

(o) The Company has not received any funds from any person or entity, including foreign entities, with the
understanding, whether recorded in writing or otherwise, that the Company shall directly or indirectly lend or
invest in other persons or entities identified by or on behalf of the funding party, or provide any guarantee, security
or the like on behalf of such ultimate beneficiaries.

36 EMPLOYEE STOCK OPTION PLAN / SHARE-BASED PAYMENTS
A. Description of the Scheme

The Company has instituted the Oriana Employees Stock Option Plan, 2025 (“ESOP Scheme” / “Scheme”) for
eligible employees of the Company and/or its group / holding / subsidiary / associate companies, as applicable,
in accordance with the applicable approvals and the terms of the Scheme.

The Scheme was approved by the Board of Directors at its meeting held on 28 May 2025 and by the shareholders
by way of special resolution dated 04 July 2025. The Scheme has been formulated with the objective of attracting,
retaining and incentivising eligible employees and aligning employee interests with long-term shareholder
value creation.

The Scheme is administered by the Nomination and Remuneration Committee / Board, as applicable, in
accordance with the Scheme, applicable provisions of the Companies Act, 2013, rules made thereunder, and the
SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021, as amended, to the extent applicable.

Under the Scheme, each employee stock option granted is convertible into one equity share of face value ^10
each of the Company upon vesting and valid exercise. During the year, the Company granted 61,092 employee
stock options, exercisable at ^10 per equity share. Out of the options granted, 35,000 options were forfeited
during the year pursuant to cessation of employment of the respective employee(s). Accordingly, 26,092 options
remained outstanding as at 31 March 2026. The options are equity-settled and vest over a period of four years,
with 25% of the options vesting on each anniversary from the grant date, subject to continued employment and
other terms specified in the Scheme.

C. Accounting Treatment

The Company accounts for employee stock options using the fair value method in accordance with the Guidance
Note on Accounting for Share-based Payments issued by the Institute of Chartered Accountants of India. The
grant-date fair value of options granted is recognised as employee compensation expense over the vesting
period, with a corresponding credit to Employee Stock Options Outstanding Reserve, based on the number of
options expected to vest.

The estimate of options expected to vest is reviewed at each reporting date. Options forfeited / lapsed during
the year have been considered in determining the expense recognised for the year. Upon exercise of options,
the balance in Employee Stock Options Outstanding Reserve relating to the exercised options, together with
the exercise proceeds received, is transferred to equity share capital and securities premium, as applicable.

D. Measurement of Fair Value

The fair value of options granted during the year has been determined using the Black-Scholes European Call
Option Pricing Model. The fair value of the options and significant inputs used in measuring grant-date fair value
are as follows:

The expected volatility has been determined based on historical volatility of the Company’s equity shares using
daily closing prices up to the grant date. The risk-free interest rate has been determined with reference to
Government securities / 10-year Government bond yield considered by the valuer. Expected dividend yield has
been considered as Nil based on the Company’s historical dividend payout. The fair value has been determined
based on a valuation report obtained by the Company.

H. Dilution Impact

Employee stock options granted by the Company are considered as potential equity shares for the purpose
of computing diluted earnings per share, to the extent they are dilutive, in accordance with the applicable
Accounting Standard on Earnings Per Share.

Outstanding employee stock options have been considered for diluted earnings per share, to the extent dilutive.

I. Additional Regulatory Disclosures

The Scheme has been implemented in accordance with the approvals granted by the Board of Directors and
shareholders and is administered in accordance with the terms of the Scheme, applicable provisions of the
Companies Act, 2013, rules made thereunder, and the SEBI (Share Based Employee Benefits and Sweat Equity)
Regulations, 2021, as amended, to the extent applicable.

37:EMPLOYEE BENEFITS — LEAVE ENCASHMENT & GRATUITY

The Company has recognised the following employee benefit obligations in accordance with Accounting
Standard 15 - Employee Benefits (revised 2005), notified under the Companies (Accounting Standards) Rules,
2021 read with the Companies Act, 2013. Both the gratuity and leave encashment obligations are unfunded
defined benefit plans.

Impact of New Labour Codes

During the year, the Company reassessed its gratuity and leave encashment obligations pursuant to the
implementation of the relevant provisions of the New Labour Codes, including the Code on Wages, 2019 and
the Code on Social Security, 2020, which became effective from 21 November 2025. The reassessment has been
carried out based on management’s evaluation of applicable wage components and actuarial valuations obtained
by the Company. The consequential impact of such reassessment has been incorporated in the actuarial valuation
of employee benefit obligations recognised as at 31 March 2026. The Company will continue to evaluate further
statutory clarifications and related implementation guidance, if any, and account for consequential impacts in
accordance with applicable Accounting Standards and statutory requirements.

(A) Gratuity

The Company has an unfunded defined benefit gratuity plan. Every employee who has completed five years or
more of service is entitled to gratuity on separation at the rate of 15 days’ salary (based on last drawn qualifying
salary) for each completed year of service or part thereof in excess of six months.

(x) Best Estimate of Contribution for Next Year

The best estimate of benefit payments expected to be made during the next financial year is ^52.42 lakhs.

(B) Leave Encashment

The Company provides for compensated absences, including leave encashment. The benefit is calculated at
the rate of 1/30^th of salary for each day of accumulated leave, as per the rules of the Company. The liability
has been determined based on actuarial valuation using the Projected Unit Credit method.

h) Provisions, Contingent Liabilities and
Contingent Assets

Provisions are recognised when the Company has
a present obligation as a result of a past event, it
is probable that an outflow of resources will be
required to settle the obligation and a reliable
estimate can be made. Provisions are reviewed at
each reporting date and adjusted to reflect current
best estimates. Where the effect of time value of
money is material, provisions are discounted; the
unwinding is recognised as finance cost. Onerous
contracts are provided for when the unavoidable
costs of meeting the obligations exceed the
expected benefits.

Contingent liabilities are disclosed when there is a
possible obligation arising from past events whose
existence will be confirmed only by uncertain future
events not wholly within the Company’s control, or
a present obligation that is not recognised because
a probable outflow is not expected or cannot
be reliably measured. Contingent assets are not
recognised but are disclosed when an inflow of
economic benefits is probable.

i) Leases

Leases are classified as finance leases where
substantially all the risks and rewards incidental to
ownership are transferred to the Company. Assets
taken on finance lease are capitalised at the lower
of fair value and the present value of minimum lease
payments with a corresponding liability recognised;
lease payments are apportioned between finance
charges and reduction of the liability using the
effective interest method.

Operating lease rentals are recognised as an
expense on a straight-line basis over the lease term,
unless the escalation is structured to compensate
for expected general inflation, in which case the
expense is recognised as per the terms of the
lease. Future minimum lease payments under
non-cancellable operating leases are disclosed
separately in the notes.

j) Foreign Currency Transactions

Foreign currency transactions are recorded at the
exchange rates prevailing on the date of transaction.
Monetary assets and liabilities denominated in
foreign currencies are translated at the closing
exchange rate at the reporting date. Exchange
differences arising on settlement or translation are
recognised in the Statement of Profit and Loss.

Exchange differences on long-term foreign
currency monetary items relating to acquisition of
depreciable capital assets are adjusted to the cost
of the assets and depreciated over the balance life
of the asset; exchange differences on other such
items are amortised over the remaining term of the
liability, in line with applicable MCA notifications.
Premium/discount on forward exchange contracts
is amortised over the life of the contract; exchange
differences on such contracts are recognised in the
Statement of Profit and Loss. Forward contracts
outstanding at the reporting date, other than those
for firm commitments or highly probable forecast
transactions, are marked-to-market and losses, if
any, recognised.

k) Investments

Investments intended to be held for more than one
year are classified as long-term and carried at cost,
less provision for diminution, other than temporary.
Current investments are carried at the lower of
cost and fair value, determined on an individual
investment basis. Provision for diminution is made
to recognise a decline, other than temporary, in the
value of long-term investments having regard to
the investee’s financial position, performance and
expected future cash flows.

Investments in subsidiaries where control is intended
to be temporary, i.e., acquired and held exclusively
with a view to subsequent disposal in the near future,
have not been consolidated in accordance with AS
21. In line with Schedule III, such investments are
classified under Other Current Assets rather than
under Investments, ensuring that the ‘Investments’
head represents only continuing interests.

l) Retirement and Other Employee
Benefits

• Provident Fund: Contributions to the provident
fund, a defined contribution plan, are recognised
as an expense when due in accordance with
statutory requirements. The Company has no
further obligations beyond the contributions.

• Gratuity: The Company operates a funded
defined benefit plan governed by the Payment
of Gratuity Act, 1972. Liabilities are determined
using the projected unit credit method based
on actuarial valuation at each reporting date.
Actuarial gains and losses are recognised in the
Statement of Profit and Loss. Plan assets are
measured at fair value.

• Compensated Absences: Liability for
accumulating compensated absences is
recognised on the basis of actuarial valuation;
non-accumulating absences are recognised
when availed.

• Short-term Benefits: Short-term employee
benefits are recognised at undiscounted
amounts in the period in which the related
services are rendered.

• Code on Social Security, 2020: The Code
has been enacted but is not yet effective. The
Company will assess the impact and give effect in
the period in which the Code becomes effective
and the rules are notified.

m) Taxes on Income

Current tax is recognised in accordance with the
provisions of the Income-tax Act, 1961 for the
period to which it relates. Deferred tax is recognised
on timing differences between accounting income
and taxable income that originate in one period and
are capable of reversal in one or more subsequent
periods. Deferred tax assets are recognised only
to the extent there is reasonable certainty of
realisation; in case of unabsorbed depreciation
and carry-forward losses, deferred tax assets are
recognised only when there is virtual certainty
supported by convincing evidence. The carrying
amount of deferred tax assets is reviewed at each
reporting date.

Minimum Alternate Tax (MAT) credit entitlement
is recognised as an asset when there is convincing
evidence that the Company will pay normal income
tax within the specified period; it is reviewed at each
reporting date and written down to the extent it
is no longer supported by such evidence. Indirect
taxes such as GST/VAT paid on acquisition of assets
or services are presented net of recoverable credits,
with unrecoverable amounts forming part of the
cost of the related asset or expense. Provisions for
uncertain tax positions are recognised when outflow
is probable based on management’s assessment.

n) Government Grants

Government grants are recognised when there is
reasonable assurance that the conditions attached
will be complied with and the grants will be received.
Grants relating to specific fixed assets are deducted
from the gross value of the asset and depreciation is
charged on the reduced carrying amount over the
useful life. Grants related to revenue are recognised
in the Statement of Profit and Loss on a systematic
basis over the periods in which the related costs
are incurred. Non-monetary grants received at
concessional rates are accounted for at acquisition
cost. General assistance that cannot be reasonably
valued is not recognised.

o) Earnings Per Share (EPS)

Basic EPS is computed by dividing net profit
attributable to equity shareholders by the weighted
average number of equity shares outstanding
during the year, adjusted for bonus issues and share
splits. Diluted EPS is computed by adjusting the net
profit and the weighted average number of shares
for the effects of all dilutive potential equity shares.

p) Impairment of Assets

At each balance sheet date, the Company assesses
whether there is any indication that an asset
may be impaired. If any indication exists, the
recoverable amount is estimated. An impairment
loss is recognised whenever the carrying amount
of an asset exceeds its recoverable amount.
Recoverable amount is the higher of an asset’s net
selling price and its value in use (present value of
estimated future cash flows from continuing use
and from disposal at the end of useful life). Assets
are grouped at the lowest levels for which there are
separately identifiable cash inflows. Impairment
losses recognised in prior periods are reversed
when there is a change in the estimates used to
determine the recoverable amount, except in the
case of goodwill. No impairment was identified in
FY 2024-25 (FY 2023-24: Nil).

q) Cash and Cash Equivalents

Cash and cash equivalents comprise cash on hand,
balances with banks and short-term deposits with
original maturities of three months or less, which are
subject to an insignificant risk of changes in value.
For the purpose of the Cash Flow Statement, cash
and cash equivalents are presented net of bank
overdrafts that are repayable on demand and form
an integral part of the Company’s cash management.

r) Exceptional Items

Items of income and expense which are of such size,
nature or incidence that their separate disclosure is
considered necessary to explain the performance
of the Company are disclosed as exceptional items.

s) Changes in Accounting Policies and
Estimates; Prior-Period Items

The financial statements have been prepared using
consistent accounting policies and estimates as
applied in the previous year. Changes in accounting
policies are disclosed with their financial impact
where material. Changes in accounting estimates
are recognised prospectively. Prior-period items
are included in the determination of net profit or
loss for the current period with separate disclosure
where material.

t) Previous Year''s Figures

Previous year’s figures have been regrouped/
reclassified, wherever necessary, to conform to the
current year’s presentation.

u) Related Party Disclosures

Disclosures are made in accordance with the
applicable Accounting Standard on Related Party
Disclosures. Related parties primarily include
subsidiaries, key management personnel and
entities over which key management personnel
exercise significant influence. Transactions with
related parties are conducted at arm’s length
and in the ordinary course of business; balances
outstanding at the year-end are unsecured, interest-
free unless otherwise stated, and settlement occurs
in cash.

v) Events After the Reporting Period

Adjusting events occurring between the reporting
date and the date when the financial statements
are approved that provide additional evidence
of conditions existing at the reporting date are
reflected in the financial statements. Material non¬
adjusting events are disclosed separately.

(d Vehicle loan of ^52.00 lakhs from ICICI Bank Limited, secured by hypothecation of vehicles, repayable in
monthly installments, with 37 EMIs outstanding, carrying an interest rate of 9.30%.

(e) Vehicle loan of ^54.00 lakhs from BMW India Financial Services Private Limited, secured by hypothecation
of vehicles, repayable in monthly installments, with 13 EMIs outstanding, carrying an interest rate of 11.25%.

Note i

(a) Vehicle loan of ^12.00 lakhs from State Bank of India, secured by hypothecation of vehicles, repayable in
monthly installments, with 55 EMIs outstanding as at the balance sheet date, carrying an interest rate of 9.30%.

(b) Vehicle loan of ^45.00 lakhs from Bank of Baroda, secured by hypothecation of vehicles, repayable in monthly
installments, with 63 EMIs outstanding, carrying an interest rate of 9.25%.

(c) Vehicle loan of ^19.00 lakhs from ICICI Bank Limited, secured by hypothecation of vehicles, repayable in
monthly installments, with 50 EMIs outstanding, carrying an interest rate of 9.30%.

Notes:

(i) The Company has availed Cash Credit facility (Fund Based Working Capital) of ^6.90 crores from SBI,
repayable on demand, carrying interest at MCLR 2.80% per annum.The facility is secured by a first pari
-passu charge on hypothecation of company’s entire Stock, book-debts/receivables and other current assets
and cash collateral coverage of 35.65 % and personal guarantees of Mr. Anirudh Saraswat, Mr. Rupal Gupta
and Mr. Parveen Kumar.

(ii) The Company has availed Cash Credit facility (Fund Based Working Capital)of ^25.00 crores from Axis Bank,
repayable on demand, carrying interest linked with repo rate. The facility is secured by a first pari-passu
charge on the entire current assets of the company both present & future , Second pari-passu charge on the
entire moveable fixed assets of the company, both present and future (except those hypothecated to other
banks /FII) and and cash collateral coverage of 30% and personal guarantees of Mr. Rupal Gupta, Mr. Parveen
Kumar and Mr. Anirudh Saraswat.

(iii) The Company has availed Cash Credit facility (Fund Based Working Capital) of ^10.00 crores from ICICI Bank,
repayable on demand, carrying interest at 6M -MCLR 0.25% per annum.The facility is secured by first pari-
passu charge on the company’s entire current assets and movable fixed assets and cash collateral coverage
of 30.00 % and personal guarantees of Mr. Rupal Gupta, Mr. Parveen Kumar and Mr. Anirudh Saraswat.

(iv) The Company has availed Cash Credit facility (Fund Based Working Capital ) of ^5.00 crores from YES
Bank, carrying interest at EBLR 3% per annum. The facility is secured by a first pari-passu charge on the
company’s entire current assets and movable fixed assets and cash collateral coverage of 30% , and personal
guarantees of Mr. Parveen Kumar, Mr. Rupal Gupta and Mr. Anirudh Saraswat.

(v) The Company has availed a Cash Credit facility of ^10.00 crores from HDFC Bank, carrying interest linked to
the 3-month Repo rate plus 2.75% spread. The facility is secured by a first pari-passu charge on the entire
current assets of the Company (both present and future, except those already charged to other lenders)
along with a cash margin of 25% in the form of fixed deposits, and are further supported by the personal
guarantees of Mr. Parveen Kumar, Mr. Rupal Gupta and Mr. Anirudh Saraswat.

(vi) The Company has availed Cash Credit facility (Fund Based Working Capital) of ^50.00 crores from Federal
Bank, repayable on demand, carrying interest linked to repo rate. The facilities are secured by a first pari-
passu charge over entire current assets of the company both present and future except exclusively charged
with other lenders and Second Pari passu charge on the entire movable fixed assets both present and
future of the company and cash collateral coverage of 30% and personal guarantees of Mr. Parveen Kumar,
Mr. Rupal Gupta and Mr. Anirudh Saraswat.

(vii) Dropline Overdraft from ICICI Bank Limited for ^835 Lakhs is secured and secured by given 75% Fixed
deposit margin

(viii) Dropline Overdraft from L & T Finance Limited for ^35 Lakhs is sanctioned for Working Capital requirement.
The OD carries interest of 18%.

(ix) Dropline Overdraft from Aditya Birla Finance Limited for ^100 Lakhs is sanctioned for Working Capital
requirement The OD carries interest of 16.25%.

(x) Dropline Overdraft from Tata Finance Limited for ^75 Lakhs is sanctioned for Working Capital requirement.
The OD carries interest of 16%.

(xi) Dropline Overdraft from Bajaj Finance Limited for ^35 Lakhs issanctioned for Working Capital requirement.
The OD carries interest of 17%.

(f) The Company have borrowings from the banks or financials institutions on the basis of security of Current
Assets. However, monthly returns or statements of current assets submitted to the bank or financial
institutions have not been made available to us, and therefore, we cannot comment on the same.

(g) The Company has not been declared wilful defaulter by any bank or financial institution or Government or
any Government authority or other lender, in accordance with the guidelines on wilful defaulters issued by
the Reserve Bank of India.

(h) The Company does not have any transaction with companies struck off under Section 248 of the Companies
Act, 2013.

(i) The Company does not have any charge or satisfaction which is yet to be registered with Registrar of
Companies beyond the statutory period.

(j) The Company do not have any such transaction which is not recorded in the books of accounts that has
been surrendered or disclosed as income 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).

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

(l) The Company has 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:

(m) (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.

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

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

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

(ii) Additional Regulatory Information as per Para Y of Schedule III to Companies Act, 2013

(a) The Company does not have title deeds of any Immovable Property which is not held in the name of Company
(other than properties where the Company is the lessee and the lease agreement are duly executed in the
Favor of the lessee).

(b) The Company has not revalued its Property, Plant & Equipment.

(c) The Company has not granted Loan & Advances in the nature of Loans to promoters, directors, KMPs and the
related parties (as defined under Companies Act, 2013) either severally or jointly with any other person, that are:

(a) Repayable on demand or

(b) without specifying any terms or period of repayment

(d) The Company do have Capital-work-in-progress for its Intangible Assets. Detailed schedule of the same has
been given in Note No. 12.

(e) The Company do not have any benami property, where any proceeding has been initiated or pending against
the Company for holding any benami property under the Benami Transactions (Prohibition) Act, 1988 (45
of 1988) and rules made thereunder.

31. LEAVE ENCASHMENT & GRATUITY

The Company has an unfunded defined benefit gratuity plan. Every employee who has completed five years or
more of service gets a gratuity on separation equal to 15 days salary based upon average last drawn salary for
each completed year of continuous service or part thereof in excess of six months.

The following table summarizes the components of net benefit expense recognized in the statement of profit
and loss and the funded status and amounts recognized in the balance sheet for the respective plans.

For and on behalf of: For and on behalf of the Board of Directors

J V A & Associates ORIANA POWER LIMITED

Chartered Accountants
(ICAI Firm Regn No: 026849N)

Vaibhav Jain, FCA Rupal Gupta Parveen Kumar Anirudh Saraswat

Designated Partner DIN: 08003344 DIN: 08003302 DIN: 06472271

Membership No.: 518200 Managing Director Director Director

UDIN: 25518200BMKSHT5844

Place: Noida Tanvi Singh Shivam Aggarwal

Date: May 28, 2025 Company Secretary Chief Financial Officer

f) Provisions, Contingent Liabilities and Contingent Assets:

A provision is recognized when an enterprise has a present obligation as a result of past event; it is probable that an outflow of resources will be required to settle the obligation, in respect of which a reliable estimate can be made. Provisions

are not discounted to its present value and are determined based on best estimated required to settle the obligation at the balance sheet date. These are reviewed at the balance sheet date and adjusted to reflect the current best estimates.

Depending on facts of each case and after due evaluation of the relevant legal aspects, claims against the company not acknowledged as debts are provided or disclosed as contingent liabilities. In respect of statutory matters, contingent liabilities are provided or disclosed only for those demand(s) that are contested by the Company.

Contingent assets are not recognized but are disclosed in the notes where an inflow of economic benefits is probable

g) Leases:

The Company assesses at contract inception whether a contract is, or contains, a lease. That is, if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration.

The Leases have been classified under operating leases and finance leases depending upon the degree of risk and rewards associated with the leased assets assumed by the lessor and lessee in compliance with accounting standards on leases.

Under operating lease, operating lease payments are recognized as an expense in the Profit & Loss account.

Under finance lease, the leased assets are presented under fixed assets at their fare value or present value of future minimum lease payments with a corresponding liability. Lease payments thereunder have been segregated into finance charge and reduction in liability.

h) Foreign Currency transactions and Translation:

Foreign currency transactions are recorded in the reporting currency, by applying to the foreign currency amount the exchange rate between the reporting currency and the foreign currency at the date of transaction.

Foreign currency monetary items are reported using closing rate. Non-monetary items, which are carried in terms of historical cost denominated in a foreign currency, are reported using the exchange rate at the date of transaction.

Exchange differences arising on the settlement of monetary items or on reporting company''s

monetary items at rates different from those at which they were initially recorded during the year, or reported in previous financial statements, are recognized as income or as expenses in the year in which they arise.

i) Investments:

Investments in Subsidiaries, associates and Joint Ventures Investments in subsidiaries, associates and joint ventures are accounted for at cost less impairment, if any as per AS - 21 and AS 23. Investments are reviewed for impairment if events or changes in circumstances indicate that the carrying amount may not be recoverable.

j) Retirement and other employee benefits:

(i) Provident Fund:

Provident Fund Provident fund is a defined contribution plan covering eligible employees. The Company and the eligible employees make a monthly contribution to the provident fund maintained by the Regional Provident Fund Commissioner equal to the specified percentage of the basic salary of the eligible employees as per the scheme. The contributions to the provident fund are charged to the statement of profit and loss for the year when the contributions are due. The Company has no obligation, other than the contribution payable to the provident fund.

(ii) Gratuity:

The Company has a defined benefit gratuity plan (funded). The Company''s defined benefit gratuity plan is a final salary plan for the employees, which requires contributions to be made to a separately administered fund.

The gratuity plan is governed by the Payment of Gratuity Act, 1972. Under the act, employee who has completed five years of service is entitled to specific benefit. The level of benefits provided depends on the member''s length of service and salary at retirement age. Every employee who has completed at least 5 years of service gets a gratuity on departure @ 15 days (minimum) of the last drawn salary for each year of service.

The cost of providing benefits under the defined benefit plan is based on an independent actuarial valuation carried at each balance sheet date using the projected unit credit method.

It recognizes the net obligation of the gratuity plan in the balance sheet as an asset or liability respectively in accordance with accounting standard-15 i.e. Retirement Benefits. The discount rate is based on the government securities yield. Actuarial Gains and losses arising from experience adjustments and changes in actuarial assumptions are recognized in the Statement of Profit and Loss in the period in which they arise.

(iii) Compensated absences:

The employees of the Company are entitled to compensated absences which are both accumulating and non-accumulating in nature. The expected cost of accumulating compensated absences is determined by actuarial valuation using projected unit credit method on the additional amount expected to be paid / availed as a result of the unused entitlement that has accumulated at the Balance Sheet date. Expense on non-accumulating compensated absences is recognized in the period in which the absences occur.

(iv) Short Term Employee Benefits obligations:

Short-term employee benefit obligations, if any are recognized at an undiscounted amount is charged to the Statement of Profit and Loss for the period in which the related services are received.

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

k) Taxation:

Tax on Income comprises current and deferred tax. It is recognized in the Statement of Profit and Loss except to the extent that it relates to items recognized directly in equity or in other comprehensive income.

Tax on income for the current period is determined on the basis of estimated taxable income and

tax credits computed in accordance with the provisions of the relevant tax laws and based on the expected outcome of assessments / appeals. Current income tax assets and liabilities are measured at the amount expected to be recovered from or paid to the taxation authorities. The tax rates and tax laws used to compute the amount are those that are enacted or substantively enacted, at the reporting date. Management periodically evaluates positions taken in the tax returns with respect to situations in which applicable tax regulations are subject to interpretation and establishes provisions where appropriate. Current tax assets and current tax liabilities are offset only if there is a legally enforceable right to set off the recognized amounts, and it is intended to realize the asset and settle the liability on a net basis or simultaneously.

Management periodically evaluates positions taken in the tax returns with respect to situations in which applicable tax regulations are subject to interpretation and establishes provisions where appropriate.

Deferred income taxes reflect the impact of temporary differences between tax base of assets and liabilities and their carrying amounts. Deferred tax is measured based on the tax rates and the tax laws enacted or substantively enacted at the reporting date.

Deferred tax liabilities are recognized for all taxable temporary differences, except deferred tax liability arising from initial recognition of goodwill or an asset or liability in a transaction that is not a business combination and, affects neither accounting nor taxable profit/loss at the time of transaction.

Deferred tax assets are recognized for all deductible temporary differences, and any unused tax losses, except deferred tax assets arising from initial recognition of goodwill or an asset or liability in a transaction that is not a business combination and, affects neither accounting nor taxable profit/ loss at the time of transaction. Deferred tax assets are recognized only to the extent that sufficient future taxable income will be available against which such deferred tax assets can be realized. The carrying amount of deferred tax asset is reviewed at each reporting date and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred tax asset to be utilized.

Deferred tax assets and deferred tax liabilities are offset, if a legally enforceable right exists to set off current tax assets against current tax liabilities and the deferred tax assets and deferred tax liabilities relate to the same taxable entity and the same taxation authority. Deferred tax relating to items recognized outside the statement of profit and loss is recognized in co-relation to the underlying transaction either in other comprehensive income or directly in equity.

Sales/ value added taxes/ GST paid on acquisition of assets or on incurring expenses

Expenses and assets are recognized net of the amount of sales/ value added taxes/ GST paid, except:

a) When the tax incurred on a purchase of assets or services is not recoverable from the taxation authority, in which case, the tax paid is recognized as part of the cost of acquisition of the asset or as part of the expense item, as applicable

b) When receivables and payables are stated with the amount of tax included.

The net amount of tax recoverable from, or payable to, the taxation authority is included as part of receivables or payables in the balance sheet.

Provision for uncertain income tax positions/ treatments are recognized when it is considered probable that there will be a future outflow of funds to a taxing authority. This requires the application of judgement as to the ultimate outcome. Judgements mainly relates to treatment of incentives (e.g. sales tax incentive), expenditure deductible / disallowances for tax purposes.

Minimum Alternative Tax (MAT) credit is recognized as an asset only when and to the extent there is convincing evidence that the Company will pay normal income tax during the specified period. MAT credit becomes eligible to be recognized as an asset in accordance with the recommendations contained in the Guidance Note issued by the Institute of Chartered Accountants of India, the said asset is created by way of credit to the profit and loss account and shown as MAT credit entitlement. The Company reviews the same at each balance sheet date and writes down the carrying amount of MAT credit entitlement to the extent there is no longer convincing evidence to the effect that Company will pay normal income tax during the specified period.

l) Government Grants:

Government grants available to the enterprise are considered for inclusion in accounts:

(i) where there is reasonable assurance that the enterprise will comply with the conditions attached to them; and

(ii) where such benefits have been earned by the enterprise and it is reasonably certain that the ultimate collection will be made.

Mere receipt of a grant is not necessarily conclusive evidence that conditions attaching to the grant have been or will be fulfilled.

Grants related to specific fixed assets are government grants whose primary condition is that an enterprise qualifying for them should purchase, construct or otherwise acquire such assets. Other conditions may also be attached restricting the type or location of the assets or the periods during which they are to be acquired or held.

The grant is shown as a deduction from the gross value of the asset concerned in arriving at its book value. The grant is thus recognized in the profit and loss statement over the useful life of a depreciable asset by way of a reduced depreciation charge.

m) Earnings Per Share:

Basic earnings per share are calculated by dividing the net profit or loss for the year attributable to equity shareholders (after deducting preference dividends if any and attributable taxes) by the weighted average number of equity shares outstanding during the year. The weighted average number of equity shares outstanding during the year is adjusted for events of bonus issue to existing shareholders and share split.

For the purpose of calculating diluted earnings per share, the net profit for the period attributable to equity shareholders and the weighted average number of shares outstanding during the year are adjusted for the effects of all dilutive potential equity shares from the exercise of options on unissued share capital. The number of equity shares is the aggregate of the weighted average number of equity shares and the weighted average number of equity shares, which would be issued on the conversion of all the dilutive potential equity shares into equity shares. Options on unissued equity share capital (if any) are deemed to have been converted into equity shares.

n) Impairment:

Assessment for impairment is done at each Balance Sheet date as to whether there is any indication that a non-financial asset, other than inventory and deferred tax, may be impaired. Indefinite life intangible assets and goodwill are subject to review for impairment annually or more frequently if events or circumstances indicate that it is necessary. For the purpose of assessing impairment, the smallest identifiable group of assets that generates cash inflows from continuing use that are largely independent of the cash inflows from other assets or groups of assets is considered as a cash generating unit. 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 synergies of the combination, irrespective of whether other assets or liabilities of the acquiree are assigned to those units.

If any indication of impairment exists, an estimate of the recoverable amount of the individual asset/cash generating unit is made. Asset/cash generating unit whose carrying value exceeds their recoverable amount are written down to the recoverable amount by recognizing the impairment loss as an expense in the standalone statement of profit and loss.

The impairment loss is allocated first to reduce the carrying amount of goodwill (if any) allocated to the cash generating unit and then to the other assets of the unit, pro rata based on the carrying amount of each asset in the unit. Recoverable amount is higher of an asset''s or cash generating unit''s value in use and its fair value less cost of disposal. Value in use is estimated future cash flows expected to arise from the continuing use of an asset or cash generating unit and from its disposal at the end of its useful life discounted to their present value using a post-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. In determining fair value less costs of disposal, recent market transactions are considered. If no such transactions can be identified, an appropriate valuation model is used.

Assessment is also done at each Balance Sheet date as to whether there is any indication that an impairment loss recognised for an asset in prior accounting periods may no longer exist or may have decreased. Basis the assessment, a reversal

of an impairment loss for an asset other than goodwill is recognised in the standalone Statement of Profit and Loss.

No impairment was identified in FY 2023-24 (FY 2022-23: Nil).

o) Cash and Cash Equivalents:

Cash and cash equivalents in the balance sheet comprise cash at banks and on hand and shortterm deposits with an original maturity of three months or less, which are subject to an insignificant risk of changes in value.

For the purpose of the statement of cash flows, cash and cash equivalents consist of cash and shortterm deposits, as defined above, net of outstanding bank overdrafts as they are considered an integral part of the Company''s cash management.

p) Exceptional Items:

When items of income and expense within profit or loss from ordinary activities are of such size,

(ii) Other statutory information for the year ended March 31, 2024 and March 31, 2023

(a) The Company do not held and immovable property as at March 31, 2024 and March 31, 2023.

(b) The Company do not have any benami property, where any proceeding has been initiated or pending against the Company for holding any benami property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and rules made thereunder.

(c) The Company has not been declared wilful defaulter by any bank or financial institution or Government or any Government authority or other lender, in accordance with the guidelines on wilful defaulters issued by the Reserve Bank of India.

(d) The Company does not have any transaction with companies struck off under Section 248 of the Companies Act, 2013.

(e) The Company does not have any charge or satisfaction which is yet to be registered with Registrar of Companies beyond the statutory period.

(f) The Company do not have any such transaction which is not recorded in the books of accounts that has been surrendered or disclosed as income 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).

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

(h) The Company has 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.

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

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

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

For and on behalf of: For and on behalf of the Board of Directors

J V A & Associates Oriana Power Limited

Chartered Accountants (ICAI Firm Regn No: 026849N)

Vaibhav Jain, FCA Anirudh Saraswat Parveen Kumar Rupal Gupta

Designated Partner DIN: 06472271 DIN: 08003302 DIN: 08003344

Membership No.: 518200 Director Director Managing Director

UDIN: 24518200BKBXXJ3698

Place: Delhi Tanvi Singh Shivam Aggarwal

Date: 04-09-2024 Company Secretary BYSPA2481A

Chief Financial Officer

Place: Noida Place: Noida Place: Noida

Date: 04-09-2024 Date: 04-09-2024 Date: 04-09-2024