Ksolves India Ltd. இன் கணக்கு குறிப்புகள்

Mar 31, 2026

1,11 Provisions and contingent liabilities and Contingent Assets

A provision is recognized if, as a result of a past event, the Company has a present legal or
constructive obligation that can be estimated reliably, and it is probable that an outflow of
economic benefits wi I be required to settle the obligation. If the effect of the time value of money is
material, provisions are determined by discounting the expected future cash flows at a pre-tax rate
that reflects current market assessments of the time value of money and the risks specific to the
liability. When discounting is used, the increase in the provision dueto the passage of time is
recognized as a finance costs.

The amount recognized as a provision is the best estimate of the consideration required to settle
the present obligation at reporting date, taking into accountthe risks and uncertainties
surrounding the obligation.

When some or all of the economic benefits required to settle a provision are expected to be
recovered from a third party, the receivable is recognized as an asset if it isvirtually certain that
reimbursement will be received and the amount of the receivable can be measured reliably. The
expense relating to a provision is presented in the statement ot profit and loss net of any
reimbursement.

Contingent liabilities are possible obligations that arise from past events and whose existence will
only be confirmed by the occurrence or non-occurrence of one or more future events not wholly
within the control of the Company. Where it is not probable that an outflow of economic benefits
wi II be required, or the amount cannot be estimated reliab;y. the obligation is disclosed as a
contingent liability, unless the probability of outflow of economic benefits is remote. Contingent
liabilities are disclosed on the basis of judgment of the management/independent experts. These
are reviewed at each balance sheet date and are adjusted to reflect the current management
estimate.

Contingent assets are possible assets that arise from past events and whose existence wi II be
confirmed only by the occurrence or non-occurrence of one or more uncertain future events not
wholly within the control of the Company Contingent assets are disclosed in the financial
statements when inflow of economic benefits is probable on the basis of judgment of management.
These are assessed continually to ensure that developments are appropriately reflected in the
financial statements.

M2 Foreign currency transactions and translation

Transactions in foreign currencies are initially recorded at the functional currency spot rates at the
date the transaction first quai ifies for recognition.

Monetary assets and I iabil ities denominated in foreign currencies are translated at the functional
currency spot rates of exchange at the reporting date. Exchange differences arising on settlement
or translation of monetary items are recognized in profit or loss in the year in which it arises.

Nan-monetary items are measured in terms of historical cost m a foreign currency are translated
using the exchange rate at the date of the transaction.

1.13 Other income

interest income is recognized, when no significant uncertainty as to measurability or collectability
exists, on a time proportion basis taking into account the amount outstanding and the applicable
interest rate, using the effective interest rate method (EIR).

When calculating the EIR, the Company estimates the expected cash flows by considering all the
contractual terms of the financial instrument {for example, prepayment, extension, call and similar
options) but does not consider the expected credit losses. Interest income is included in other
income i n the statement of profit and loss.

Dividend income is recognized in profit or loss on the date that the Company''s right to receive
payment is established, which in the case of quoted securities isthe ex-dividend date

1.14 Material Prior Period Errors

Material prior period errors are corrected retrospectively hy restating the comparative amounts for
the prior periods presented in which the error occurred If the error occurred before the earliest
prior period presented, the opening balances of assets, liabilities and equity for the earliest prior
period presented, are restated

1.15 Equity share capital

An equity instrument is a contractthat evidences residual interest in the assets of the company
after deducting ail of its liabilities, Par value of the equity shares is recorded as share capital Costs
directly attributable to the issue of ordinary shares are recognised as a deduct''on from equity, net
of any tax effects

1.16 Earnings per share

Basic earnings per equity share is computed by dividing the net profit or loss attributableto equity
shareholders of the Company by the weighted average number of equity shares outstanding during
the financial year.

Diluted earnings perequity share is computed by dividing the net prof t or loss attributable to equity
shareholders of the Company by the weighted average number of equity shares considered for
deriving basic earnings per equity share and also the weighted average number of equity shares
that could have been issued upon conversion of al I dilutive potential equity shares.

1.17 Statement of Cash Rows

Cash flow statement is prepared in accordance with the indirect method prescribed in Ind AS 7
''Statement of Cash Flows'' for operating activities

1.18 Segment Reporting

Operating Segments are identified and reported taking into account the different risk and return,
organisation structure and internal reporting system

1.19 Fair value measurement

The Company measures financial instruments, such as, derivatives at fair value at each balance
sheet date. Fair value is the pricethat would be received to sell an asset or paid to transfer a liability
in an orderly transaction between market participants at the measurement date. The fair value
measurement is based on the presumption that the transaction to sell the asset or transfer the
liability takes place either:

¦ In the principal market for the asset or lapity, or

* in the absence of a principal market, >n the most advantageous market for the asset or liability

The principal or the most advantageous market must be accessible by the Company The fair value
of an asset or a liability is measured using the assumptions that market participants would use
when pricing the asset or liability, assuming that market participants act in their economic best
interest.

A fair value measurement of a non-financial assettakes into account a market participant''s ability to
generate economic benefits by using the asset in its highest and best use or by seliing it to another
market participant that would use the asset in its highest and best use.

The Company uses valuation techniques that are appropriate in the circumstances and for which
sufficient data are available to measure fair value, maximising the use of relevant observable inputs
and minimising the use of unobservable inputs

All assets and liabilities for which fairvalue is measured oroisclosed in the financial statements are
categorised within the fairvalue hierarchy, described as follows, based on the lowest level input
that is significant to the fair value measurement as a whole¬
* Level 1 Quoted {unadjusted) market prices in active markets for identical assets or iabilities

* Level 2 -Valuation techniques for which the lowest level inputthat is significantto the fair value
measurement is directly or indirectly observable

* Level 3 -Valuation techniques for which the lowest level input that is significant to the fair value
measurement is unobservable

For assets and liabilities that are recognized i n the financial statements on a recurring basis, the
Company determines whether transfers have occurred between levels in the hierarchy by re¬
assessing categorisaton (based on the lowest level nput that is significant to the fair value
measurement as a whole) at the end of each reporting period.

For the purpose of fair value disclosures, the Company has determined classes of assets and
liabilities on the basis of the nature, characteristics and risks of the asset or liability and the level of
the fairvalue hierarchy as explainec above.

This note summarises accounting policy for fair value only and applicable fair vaiue disclosures, to
the extent required and applicable, are given elsewhere in the notes

1.2G Lease

The Company as lessee:

The Company''s lease asset classes primarily consist of leases for land. The Company assesses whether
a contract contains a ’ease, at inception of ? contract. A contract is, or contains, a lease if the contract
conveys the right to control the use of an identified asset for a period of ti me in exchange for
consideration. To assess whether a contract conveys the right to control the use of an identified asset,
the Company assesses whether: (i) the contract involves the use of an identified asset (ii) the Company
has substantially all of the economic benefitsfrom use of the asset through the period of the lease and
(iii) the Company has the right to direct the use of the asset. Atthe date of commencement of the lease,
the Company recognizes a right-of-use asset (“ROU") and a corresponding lease liability for al! lease
arrangements in which it is a lessee, except for leases with a term of twelve months or less (short-term
leases) and low value leases. For these short-term, and low value leases, the Company recognizes the
lease payments as an operating expense on a straight-iine basis overthe term of the lease. Certain
lease arrangements includes the options to extend or terminate the lease before the end of the lease
term ROU assets and lease liabilities includes these options when it is reasonably certain that they will
be exercised. The right of use assets are initially recognized at cost, which comprises the initial amount
of the lease liabdity adjusted for any lease payments made at or prior to the commencement date of the
lease plus any initial direct costs less any lease incentives. They are subsequently measured at cost less
accumulated depreciation and impairment losses

Right-of-use assets are depreciated fromthe commencement date on a straight-line basis overthe
shorter of the lease term and useful life of the underlying asset.

Right of use assets are evaluated for recoverability whenever events or changes in circumstances
indicate thattheir carrying amounts may not be recoverable. Forthe purpose of impairment testing, the
recoverable amount (i.e. the higher of the fair value less cost to sell and the value-: n-use) is determined
on an individual asset basis unless the asset does not generate cash flows that are largely independent
of those from other assets. In such cases, the recoverable amount is determined for the Cash
Generating Unit (CGU) to which the asset belongs. The lease liability is initially measured at amortized
cost atthe present value of the future lease payments. The lease payments are discounted using the
interest rate implicit in the lease or, if not readily determinable, using the incremental borrowing rates in
the country of domicile of these leases. Lease liabilities are remeasured with a corresponding
adjustment to the related right of use asset if the Company changes its assessment if whether it will
exercise an extension or a termination option Lease liability and ROU asset have been separately
presented in the Balance Sheet and lease payments have been classified as financing cashflows

1.21 Share Based Payments:

The Company recognizes compensation expense relating to share based payments in net profit based
on estimated fair values of the awards on the grant date. The estimated fair value of awards is
recognized as an expense in the Statement of Profit and Loss on a straight-ii ne basis over the requisite
service period for each separately vesting portion of the award as if the award was in-substance,
multiple awards with a corresponding increase to share options outstanding account.

2 Use of Estimates and Judgements

The preparation of the Standalone financial statements in conformity with Ind AS requires the
Management to make estimates, judgments and assumptions. These estimates, judgments and
assumptions affect the application of accounting policies and the reported amounts of assets and
liabilities, the disclosures of contingent assets and liabilities atthe date of the f nancia! statements and
reported amounts of revenues and expenses during the period. The application of accounting polices
that require critical accounting estimates involving complex and subjective judgments and the use of
assumptions in these financial statements have been disclosed below. Accounting estimates could
change from period to period. Actual results could differ from those estimates. Appropriate changes in
estimates are made as the Management becomes aware of changes in circumstances surrounding the
estimates. Changes in estimates are reflected in the financial statements in the period in which
changes are made and, if material, their effects aro disclosed in the rotesto the Standalone financial
statements,

2.1 Critical Accounting Estimates and Judgements

The key judgments, made by the management, in applying the Company’s accounting policies having an
effect on these financial statements are around tne amount of provisions and contingencies that have
been recognized in accordance with Ind AS 37- Provisions, Contingent Liabilities and Contingent Assets''
asthe evaluation of the likelihood of the contingent events requires best judgment hy management
regarding the probability of exposure to potential loss.

Key source of estimation uncertainty

The key assumptions concerning the future and other key sources of estimation uncertainty at the
reporting date, that have a significant risk of causing a material adjustment to the carrying amounts of
assets and I iabiFities within the next financial year, are described below. The Company has based its
assumptions and estimates on parameters available when the financial statements were prepared,
Existing circumstances and assumptions about future developments, however, may change dueto
market changes or circumstances arsing that are beyond the control of the Company. Such changes are
reflected in the assumptions when they occur.

Usef ui lives of property, plant and equ ipment

The estimated useful lives of property, plant and equipment are based on a number of factors including
the effects of obsolescence, demand, competition, internal assessment of user experience and other
economic factors (such as the stability of the industry, and known technological advances) and the level
of maintenance expenditure requ ved to obtain the expected future cash flows from the asset, The
Company reviewsthe useful life of property, plant and equipment at the end of each reporting date.

Recoverable amount of property, plant and equipment

The recoverable amount of property plant and equipment is based on estimates and assumptions
regarding in particularthe expected market outlook and expected future cash flows. Any changes in
these assumptions may have a material impact on the measurement of the recoverable amount and
could result in impairment.

Fair value measurement of financial instruments

When the fair value of financial assets and financial liabilities recorded in the balance sheet cannot be
measured based on quoted prices in active markets, their fair value is measured us: ng valuation
techniques including the Discounted Cash Flow model. The inputs to these models are taken from
observable markets where possible, but where this is not feasible, a degree of judgement is required in
establishing fair values. Judgements include considerations of inputs such as liquidity risk, credit risk
and voiati lity. Changes in assumptions about these factors could affect the reported fair value of
financial instruments,

Provision for income tax and deferred tax assets

The Company uses estimates and judgements based on the relevant rulings in the areas of allocation ot
revenue, costs, allowances and disallowances whicn is exercised while determining the provision for
income tax A deferred tax asset is recognised to the extent that it is probable that future taxable profit
wi II be avaitable against which the deductible temporary differences and tax losses can be utilised.
Accord i n g ly, th e C o m p any exerc i ses its j u d gem e nt to rea sses s the c a r ryi ng a m o u nt of defe r red tax
assets at the end of each reporting period

Provisions and contingent liabilities

The Company estimates the provisionsthat have present obligations as a result ot past events and it is
probable that outflow of resources will be reguired to settle the obligations. These provisions are
reviewed at the end of each reporting period and are adjusted to reflect the current best estimates The
Company uses significant judgementsto assess contingent liabilities. Contingent liabilities are
recognised when there is a possible obligation sr-si ng from past events, the existence of which wi! I be
confirmed only by the occurrence or non-occurrence of one or more uncertain future events not wholly
within the control of the Company or a present obligation that arises from past events where it is either
not probable that an outflow of resources will be required to settle the obligation or a reliable estimate
of the amount cannot be made. Contingent assets are neither recognised nor disclosed in the
standalone financial statements.

Post-retirement benefit plans

Employee benefit obligation {gratuity) are determined using actuarial valuations. An actuarial valuation
involves making various assumptions that may di ffer from actual developments in the future, These
includethe determination of the discount rate, future salary increases and mortality rates. Due to the
complexities involved in the valuation and its long term nature, a definea benefit obligation
.5 hignly
sensitive to changes in these assumptions All assumptions are reviewed at each reporting date,

(b) Rights, preferences and restrictions attached to equity shares

The Compa ny ha s only o ne cl ass o f equ ity sha res having a par value of ? 5/- per share. Each sha reh older is
ent itl ed to one vote pe r e q u ity s ha re. The divid end, if s ny. prop o sed by t h e Board of D i rectors is subject to the
approval of the shareholders in the ensuing Annual General Meeting, except in case of interim dividend,
in the event of liquidation of the Company, the holders of equity shares win be entitled to receive remaining
assets of the Company, after distribution of all preferential amounts, The distribution will be in proportion to the
number of equity shares held by the shareholder,

No member shall be entitled to exercise any voting rights either personally or by proxy at any meeting of the
co m pany i n respe ct of a ny s ha res reg i ste red i n his n ame on whic h any c ai Is or other sum s prese nti y paya b I e by
him have not been paid or in regard to which the company has, and has exercised, any right of lien,

(ii) Retained Earnings

Retained earnings are the profits that Company has earned tilr date, less dividends or other
d:str!QLitions pardto shareholders. Retained earnings includes re-measurement loss
! (gain) on defined
be net it pi a n s (net of taxes) t hat wi 11 not be re ci a s s it i e d to P rof it ana Loss. Reta i n ed ea rn i ng s i s a free
reserve available to the Company.

21 Disclosure of Corporate social responsibility (CSR)

As per Section 135 of the Companies Act. 2013. 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 areas forCSR activities are eradication of hunger and
malnutrition, promoting educatson. art and culture, healthcare, destitute care and re habitation,
environment sustainability, disaster relief, COVID-19 relief and rural development projects A CSR
committee has been formed by the company as per the Act. The funds were primarily utilized through the
year onthese activities which are specified in Schedule VJI of the Companies Act, 2013

28. Employee 3enefits

a) Defined Contribution plan

The Company has defined contri bution plan for its employees'' retirement benefits comprising Provident
Fund & Family Pension Fund. The contribution of Rs. 323.13 Lakhs (Pr Yr. Rs. 279.19 Lakhs) towards
provident fund are charged to Profit & loss account. The contributions payable to the plan by tne
company are at a rate specified in rules to the schemes of GCI.

b} Defined benefit pian

The Company provides for gratuity for employees in India as per the Payment of Gratuity Act, 1972.
Employees who are in continuous service for a period of 5 years are eligible forgratuity. The amount of
gratuity payable on retirement/termination isthe employees last drawn basic salary per month computed
proportionately for 15 days salary multiplied forthe number of years of service.

* These Sensitivities have been calculated to show the movement in defined benefit obligation in isolation
and assuming there are no other changes in market conditions at the accounting date. There have been no
changes from the previous periods in the methods and assumptions used in preparing the sensitivity
analyses. This analysis may not be representative of the actual change in the defined benefit obligations
as it is unlikely that the change in assumptions would occur in isolation of one another as some of the
assumptions may be correlated.

Valuations are based on certain assumptions, which are dynamic in nature and vary over time. As such
company is exposed to various risks as follow :

a) Changes in Discount rate - Reduction in discount rate in subsequent valuations can increase the plan''s
liability.

b} Salary increase risk - Actual salary increases will increasethe Plan''s liability, ncrease in salary increase
rate assumption in future valuations wil I also increase the iiabi lity.

c) Life expectancy - Actual deaths £ disability cases proving lower or higher than assumed in the valuation
can impact the liabilities.

d) Withdrawals Actual withdrawals proving higher or lowerthan assumed withdrawals and change of
withdrawal rates at subsequent valuations can impact Plan''s liability.

31. Operating Segments

a) The Company operates mainly in one segment i e. the business of software development services,
Which constitutes a primary segment. The secondary segment ;s geographical, information related to
which is given as under:

b) Geographical Information

The Company operates in geographical areas - India (country of domicile) and others {outside lnd=a).

32. FinsncialRiskManagement
Risk management framework

The Company''s activities are exposed to a variety of financial risks. The key financial risks includes market
risk, credit risk and liquidity risk. The Company''s focus is to foreseethe unpredictability of financial
markets and seek to minimize potential adverse effects on its financial performance. The risks are
governed by appropriate policies and procedures and accordingly financial risks are identified, measured
and managed with the Company’s policies and risk objectives. The Board of D:rectors reviews and agree
to policies for managing eacn of these risks which are summarized as below:

(i} Credit risk management

Credit risk refers to the risk of default on its obligation by the counterparty resulting in a financial ioss
The maximum exposure to the credit risk at the reporting date is primarily from trade receivables
amounting to ?3118.56 and ?214fl.32 Lakhs as at March 31. 2026 and March 31, 2025 respectively. Trade
receivables and unbilled revenue are typically unsecured and are derived from revenue from customers
majoriy located in US. Credit risk has always been managed by the Company through credit approvals,
establishing credit limits and continuously monitoring the creditworthiness of the customersto which
the Company grants credit terms in the normal course of busi ness. The Company uses the expected
credit loss model to assess any required allowances; and uses a provision matrix to compute the
expected credit loss allowance for trade receivables and unbilled revenues. This matrix takes into
account credit reports and other related cred.t information to the extent available.

The Company''s exposure to credit risk is influenced mainly by the individual characteristic of each
customer and the concentration of risk from the top few customers. Exposure to customers is diversified
and there is no single customer contributing more than 10% of outstanding trade receivables and unbilled
revenues.

Provision for Expected Credit or Loss

"i) Financial assets forwhich loss allowance is measured using 12 month expected credit losses.

The Company has assets where the counter parties have sufficient capacity to meet the obligations and
where the risk of default is very low. Accordingly, no loss allowance for impairment has been
recognised.''1

ii) Financial assets for which loss allowance is measured using lifetime expected credit losses.

The Company provides loss allowance on trade receivables using life time expected credit loss and as per
simplified approach."

Financial instruments and bank deposits

Cash and cash equivalents and deposits with banks are neitner past due nor impaled. Cash and cash
equivalents with banks are held with reputed and credit worthy banking institutions.

[ii) Liquidity Risk Management

Liquidity risk is defined as the risk that the Company will not be able to settle or meet its obligations on time. The
Compa ny''s principal source s of! iqu id ity a re cash andcashequiva lent s and th e ca s h flow that i s g emerated from
ope rations. Th e Co m party be I i e ve s t hat the worki ng ca p ita I is s uffi ci e nt to meet its c u r rent req u i rements.

The table below summarisesthe maturity profile of the Company’s financial labilities based on
contractual undiscounted payments;

(ili) Market Risk Management

Market risk is the risk of loss of future earnings, fair values or future cash flows that may result from a change in
the price of a financial instrument. The value of a financial instrument may change as a resuit of changes in the
interest rates, foreign currency exchange rates, commodity prices, equity prices and other market changes that
affect m arket ri sk se n s iti ve i nsfru ments. Ma rket r is k i s att r i butabl e to al I ma r ket risk sensi t ive f i nan ci a I
instruments including investments and deposits, foreign currency receivables, payables and borrowings. Tne
objective of market risk management is to manage and control market risk exposures within acceptable
parameters, while optimising the return.

a} interest Hate Risk

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 rate. !n order to optimize the Company’s position with regards to interest
income and interest expenses and to manage the interest rate risk, treasury performs a comprehensive
corporate interest rate risk management by maximising the use of fixed rate instruments,

b} Foreign Currency risk

Foreign currency risk i s t he r i sk that t he fa ir value or f u ture cash flows of a f inanciaI inst rum ent wi11 fluctuate
because of changes in foreign exchange rates. The Company’s exposure to the risk of changes in foreign
exchange rates relates pr manly to the Company''s operating and financing activities (when revenue or expense
and borrowing is denominated in foreign currency) The Company evaluates exchange rate exposure arising
from foreign currency transactions and follows established risk management policies.

Foreign currency risk sensitivity

The f ol I owi ng tabl es de mo n strate t he s ensit iv ity to a reasona b ly po s s i b le cha nge i n USD, EU R O and AE ?, wit h a 11
other variables held constant. The impact on the Company profit before tax and equity is due to changes in the
fair value of moneta ry assets and liabilities. Foreign cur rency exposure s recognised by t he Com pa ny that have
not been hedg e d by a d e r ivat ive i n stru me nt or othe rw i se are a s u n der;

Sensitivity analysis is computed based on the changes n the income and expenses in foreign currency
upon conversion into functional currency, due to exchange rate fluctuations between the previous
reporting period and the current reporting period,

33. Capital Management

For the purpose of Company''s Capita) Management, Capital includes issued equity share capital &
Borrowings, The primary objective of Company''s Capital Management is to maximize shareholder''s value
and to mainta^ an appropriate capital structure of debt and equity. The company manages it''s capital
structure and makes adjustments in the light of changes in economic environment and the requirements
of financial covenants The company manages if-s capital using Debt to Equity Ratio which is Net Debt/
Total Equity. Net Debt is total borrowing (Non-current and current) less cash and cash equivalent.

34. Fa i r Va I u e M easu rements

Set out below, is a comparison by class of the carrying amounts and fair value of the Company''s financial
instruments''

Fair value hierarchy

The values of the financial assets and liabilities are included at the amount at which the instrument
could be exchanged i n an orderly transaction i n the principal (or most advantageous} market at
measurement date underthe current market condition regardless of whetherthat price Is directly
observable or estimated using other valuation techniques.

The Company has established the following fair value hierarchy that categorizes the values into 3 levels.
The inputs to valuation techniques used to measure fair value of financial instruments are:

Level 1: quoted (unadjusted} prices in active markets for identical assets or liabilities

Level 2; other techniques for which all inputs that have a significant effect on the recorded fair value are

observable, either directly or indirectly

Level 3= techniques that use :nputsthat have a significant effect on the recorded fair valuethat are not
based on observable market data

The carrying amounts of all the financial Instruments mentioned in the table above are considered to be
the same as their fair values due to the short term maturities or payable/receivable on demand and are
classified as Level 3 in the fair value hierarchy There have been no transfers between Level 1, Level 2 and
Level 3 dur rig the period.

35. Other Information in terms of the amendment in schedule IN of the companies Act vide notification
dated 24th March. 2021

"a) The Company does not have any Bensmi Property, and no proceeding has been initiated or pending
agamst the Company for holding any Benami Property.

b) The Company does not have any transactions with comparieswhich are struckoff.

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

d) The Company have nottraded or invested in crypto currency or virtual currency during the financial year.

e) The Company has not advanced or loaned or invested funds to any other person(s) or entity (is),
including foreign entities (Intermediaries) witn the understanding that the Intermediary shall:

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

(ii) Provide any Guarantee, Security, or the like to or on behalf of tne Ultimate Beneficiaries

f) 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) thatthe Company
shall:

(a) Directly or indirectly iend 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.

g) The Company has no such transaction which is not recorded in the Books of Accountsthat 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.

h) The Company have not been declared wi Ifu: defaulter by any Banks or any other Financial Institution at
any time during the financial year,

i) The company has uti iized the borrowings from banks and frnancial institutions for the specific purpose
for which it wastaken dur ng the financial year.

j) There is no change in opening balance of other equity due to change in any accounting policy"

36. Events occurring after the Balance Sheet Date

There are no material events occurred after the Balance sheet Date

37. Code on social security

The Code on Social Security, 2020 (''code'') relating to employee benefits, during employment and post¬
employment, received Presidential assent on September 28, 2020. The Ministry of Labour and
Employment has notified Rules for the Code on Social Security, 2020 on November 21, 2025 The Company
has assessed the impact on its financial statements and impact of that has been accounted for in
Financials.

39, Disclosure as per Ind AS 116 - Leases

The company''s leasing agreements are in respect of leases of office premises. These agreements are
generally renewable on mutually agreed terms. The weighted average incremental borrowing rate applied
to lease liabil.ties for2025-26 is 8.65%.

The company has elected not to apply the recognition, measurement and presentation requirements of
the standard to all shortterm leases (leases which have a lease term of 12 months or less and do not
contain a purchase option), and to leases of low value assets on a lease-by-lease basis

1. The Company issued equity shares byway of a 1:1 bonus issue with record date 06 February 2025
Accordingly, in terms of the fair-adjust merit provisions of the respective ESOP Schemes [Clause 11).
the number of outstanding options and their respective exercise prices under KSOS-I and KSOS-II
have been proportionately adjusted, keep; ng the total intrinsic value unchanged.

2. Modification during FV 2025-26i The exercise period under KSOS-II was extended from 1 [one) year
to 3 (three) years from the respective vesting date, pursuant to a Special Resolution passed by the
Members of the Company at the 11th AGM held on 27 September 2025. The incremental fair value on
the modification date has been determined by an IBBI-registered valuer using the Black-Scholes
Option Pricing Model and is being amortised over the remaining vesting period of the respective
tranches, in addition tothe original grant-date fairvaiue which continues to be amortised on its
original schedule.

3. During FY 2025-26, 8,400 vested options under KSOS-i were exercised by two grantees at Rs 5 per
option (post-bonus face value), The Company issued 0,400 fresh equity shares of face value Rs. 5
each Perqussrte tax under Section 17(2) (vi) of the Income-tax Act. 1961 has been dischargee based
on the FMV on the date of exercise, Additional ly 2,100 options under KSOS-I lapsed during the year
and have been added back to the option pool as permitted underthe Scheme.

4. There were no fresh grants of options under either Scheme during FY2025-26. Grants aggregating
to 42,500 options (Grant 1, Scheme II), 17,500 options (Grant 2, Scheme I), both on 16-October-2024
pre-bonus, and 1,43,000options (Grants, SchemeII) on 23-February-2025post-bonus, were made
during FY 2024-25.

5. The Company follows the fair value method to recognise the compensation cost of stock options
granted to employees. The compensation cost is amortised over the vesting period on a straight-line
basis.

Mar 31, 2025

1.11 Provisions and contingent liabilities and Contingent Assets

A provision is recognized if, as a result of a past event, the Company has a present legal or
constructive obligation that can be estimated reliably, and it is probable that an outflow of
economic benefits will be required to settle the obligation. If the effect of the time value of
money is material, provisions are determined by discounting the expected future cash flows at a
pre-tax rate that reflects current market assessments of the time value of money and the risks
specific to the liability. When discounting is used, the increase in the provision due to the
passage of time is recognized as a finance costs.

The amount recognized as a provision is the best estimate of the consideration required to settle
the present obligation at reporting date, taking into account the risks and uncertainties
surrounding the obligation.

When some or all of the economic benefits required to settle a provision are expected to be
recovered from a third party, the receivable is recognized as an asset if it is virtually certain that
reimbursement will be received and the amount of the receivable can be measured reliably. The
expense relating to a provision is presented in the statement of profit and loss net of any
reimbursement.

Contingent liabilities are possible obligations that arise from past events and whose existence
will only be confirmed by the occurrence or non-occurrence of one or more future events not
wholly within the control of the Company. Where it is not probable that an outflow of economic
benefits will be required, or the amount cannot be estimated reliably, the obligation is disclosed
as a contingent liability, unless the probability of outflow of economic benefits is remote.
Contingent liabilities are disclosed on the basis of judgment of the management/independent
experts. These are reviewed at each balance sheet date and are adjusted to reflect the current
management estimate.

Contingent assets are possible assets that arise from past events and whose existence will be
confirmed only by the occurrence or non-occurrence of one or more uncertain future events not
wholly within the control of the Company. Contingent assets are disclosed in the financial
statements when inflow of economic benefits is probable on the basis of judgment of
management. These are assessed continually to ensure that developments are appropriately
reflected in the financial statements.

1.12 Foreign currency transactions and translation

Transactions in foreign currencies are initially recorded at the functional currency spot rates at
the date the transaction first qualifies for recognition.

Monetary assets and liabilities denominated in foreign currencies are translated at the functional
currency spot rates of exchange at the reporting date. Exchange differences arising on
settlement or translation of monetary items are recognized in profit or loss in the year in which it
arises.

Non-monetary items are measured in terms of historical cost in a foreign currency are translated
using the exchange rate at the date of the transaction.

1.13 Other income

Interest income is recognized, when no significant uncertainty as to measurability or collectability
exists, on a time proportion basis taking into account the amount outstanding and the applicable
interest rate, using the effective interest rate method (EIR).

When calculating the EIR, the Company estimates the expected cash flows by considering all the
contractual terms of the financial instrument (for example, prepayment, extension, call and
similar options) but does not consider the expected credit losses. Interest income is included in
other income in the statement of profit and loss.

Dividend income is recognized in profit or loss on the date that the Company''s right to receive
payment is established, which in the case of quoted securities is the ex-dividend date.

1.14 Material Prior Period Errors

Material prior period errors are corrected retrospectively by restating the comparative amounts
for the prior periods presented in which the error occurred. If the error occurred before the
earliest prior period presented, the opening balances of assets, liabilities and equity for the
earliest prior period presented, are restated.

1.15 Equity share capital

An equity instrument is a contract that evidences residual interest in the assets of the company
after deducting all of its liabilities. Par value of the equity shares is recorded as share capital.
Costs directly attributable to the issue of ordinary shares are recognised as a deduction from
equity, net of any tax effects.

1.16 Earnings per share

Basic earnings per equity share is computed by dividing the net profit or loss attributable to
equity shareholders of the Company by the weighted average number of equity shares
outstanding during the financial year.

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

1.17 Statement of Cash Flows

Cash flow statement is prepared in accordance with the indirect method prescribed in Ind AS 7
''Statement of Cash Flows'' for operating activities.

1.18 Segment Reporting

Operating Segments are identified and reported taking into account the different risk and return,
organisation structure and internal reporting system.

1.19 Fair value measurement

The Company measures financial instruments, such as, derivatives at fair value at each balance
sheet date. Fair value is the price that would be received to sell an asset or paid to transfer a
liability in an orderly transaction between market participants at the measurement date. The fair
value measurement is based on the presumption that the transaction to sell the asset or transfer
the liability takes place either:

• In the principal market for the asset or liability, or

• In the absence of a principal market, in the most advantageous market for the asset or liability

The principal or the most advantageous market must be accessible by the Company. The fair
value of an asset or a liability is measured using the assumptions that market participants would
use when pricing the asset or liability, assuming that market participants act in their economic
best interest.

A fair value measurement of a non-financial asset takes into account a market participant''s ability
to generate economic benefits by using the asset in its highest and best use or by selling it to
another market participant that would use the asset in its highest and best use.

The Company uses valuation techniques that are appropriate in the circumstances and for which
sufficient data are available to measure fair value, maximising the use of relevant observable
inputs and minimising the use of unobservable inputs.

"All assets and liabilities for which fair value is measured or disclosed in the financial statements
are categorised within the fair value hierarchy, described as follows, based on the lowest level
input that is significant to the fair value measurement as a whole:

• Level 1 —Quoted (unadjusted) market prices in active markets for identical assets or liabilities

• Level 2 —Valuation techniques for which the lowest level input that is significant to the fair
value measurement is directly or indirectly observable

•Level 3 —Valuation techniques for which the lowest level input that is significant to the fair
value measurement is unobservable"

For assets and liabilities that are recognized in the financial statements on a recurring basis, the
Company determines whether transfers have occurred between levels in the hierarchy by
re-assessing categorisation (based on the lowest level input that is significant to the fair value
measurement as a whole) at the end of each reporting period.

For the purpose of fair value disclosures, the Company has determined classes of assets and
liabilities on the basis of the nature, characteristics and risks of the asset or liability and the level
of the fair value hierarchy as explained above.

This note summarises accounting policy for fair value only and applicable fair value disclosures,
to the extent required and applicable, are given elsewhere in the notes.

2. Use of Estimates and Judgements

The preparation of the Standalone financial statements in conformity with Ind AS requires the
Management to make estimates, judgments and assumptions. These estimates, judgments and
assumptions affect the application of accounting policies and the reported amounts of assets
and liabilities, the disclosures of contingent assets and liabilities at the date of the financial
statements and reported amounts of revenues and expenses during the period. The application
of accounting policies that require critical accounting estimates involving complex and subjective
judgments and the use of assumptions in these financial statements have been disclosed below.
Accounting estimates could change from period to period. Actual results could differ from those
estimates. Appropriate changes in estimates are made as the Management becomes aware of
changes in circumstances surrounding the estimates. Changes in estimates are reflected in the
financial statements in the period in which changes are made and, if material, their effects are
disclosed in the notes to the Standalone financial statements.

2.1 Critical Accounting Estimates and Judgements

The key judgments, made by the management, in applying the Company''s accounting policies
having an effect on these financial statements are around the amount of provisions and
contingencies that have been recognized in accordance with Ind AS 37-''Provisions, Contingent
Liabilities and Contingent Assets'' as the evaluation of the likelihood of the contingent events
requires best judgment by management regarding the probability of exposure to potential loss.

Key source of estimation uncertainty

The key assumptions concerning the future and other key sources of estimation uncertainty at the
reporting date, that have a significant risk of causing a material adjustment to the carrying amounts of
assets and liabilities within the next financial year, are described below. The Company has based its
assumptions and estimates on parameters available when the financial statements were prepared.
Existing circumstances and assumptions about future developments, however, may change due to
market changes or circumstances arising that are beyond the control of the Company. Such changes
are reflected in the assumptions when they occur.

Useful lives of property, plant and equipment

The estimated useful lives of property, plant and equipment are based on a number of factors
including the effects of obsolescence, demand, competition, internal assessment of user experience
and other economic factors (such as the stability of the industry, and known technological advances)
and the level of maintenance expenditure required to obtain the expected future cash flows from the
asset. The Company reviews the useful life of property, plant and equipment at the end of each
reporting date.

Recoverable amount of property, plant and equipment

The recoverable amount of property plant and equipment is based on estimates and assumptions
regarding in particular the expected market outlook and expected future cash flows. Any changes in
these assumptions may have a material impact on the measurement of the recoverable amount and
could result in impairment.

Fair value measurement of financial instrum ents

When the fair value of financial assets and financial liabilities recorded in the balance sheet cannot be
measured based on quoted prices in active markets, their fair value is measured using valuation
techniques including the Discounted Cash Flow model. The inputs to these models are taken from
observable markets where possible, but where this is not feasible, a degree of judgement is required
in establishing fair values. Judgements include considerations of inputs such as liquidity risk, credit
risk and volatility. Changes in assumptions about these factors could affect the reported fair value of
financial instruments.

Provision for income tax and deferred tax assets

The Company uses estimates and judgements based on the relevant rulings in the areas of allocation
of revenue, costs, allowances and disallowances which is exercised while determining the provision for
income tax. A deferred tax asset is recognised to the extent that it is probable that future taxable
profit will be available against which the deductible temporary differences and tax losses can be
utilised. Accordingly, the Company exercises its judgement to reassess the carrying amount of
deferred tax assets at the end of each reporting period.

Provisions and contingent liabilities

The Company estimates the provisions that have present obligations as a result of past events and it
is probable that outflow of resources will be required to settle the obligations. These provisions are
reviewed at the end of each reporting period and are adjusted to reflect the current best estimates
The Company uses significant judgements to assess contingent liabilities. Contingent liabilities are
recognised when there is a possible obligation arising from past events, the existence of which will be
confirmed only by the occurrence or non-occurrence of one or more uncertain future events not
wholly within the control of the Company or a present obligation that arises from past events where it
is either not probable that an outflow of resources will be required to settle the obligation or a reliable
estimate of the amount cannot be made. Contingent assets are neither recognised nor disclosed in
the standalone financial statements.

Post-retirement benefit plans

Employee benefit obligation (gratuity) are determined using actuarial valuations. An actuarial valuation
involves making various assumptions that may differ from actual developments in the future. These
include the determination of the discount rate, future salary increases and mortality rates. Due to the
complexities involved in the valuation and its long-term nature, a defined benefit obligation is highly
sensitive to changes in these assumptions. All assumptions are reviewed at each reporting date.

b) Rights, preferences and restrictions attached to equity shares

The Company has only one class of equity shares having a par value of ? 5/- per share. Each
shareholder is entitled to one vote per equity share. The dividend, if any, proposed by the Board of
Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting,
except in case of interim dividend.

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

No member shall be entitled to exercise any voting rights either personally or by proxy at any
meeting of the company in respect of any shares registered in his name on which any calls or other
sums presently payable by him have not been paid or in regard to which the company has, and has
exercised, any right of lien.

[ii) Retained Earnings

Retained earnings are the profits that Company has earned till date, less dividends or other
distributions paid to shareholders. Retained earnings includes re-measurement loss / (gain) on
defined benefit plans (net of taxes) that will not be reclassified to Profit and Loss. Retained
earnings is a free reserve available to the Company.

The Company has exercised the option of availing lower tax rate of 25.17% (inclusive of surcharge and
cess) under section 115BBA of The Income Tax Act, 1961 introduced by The Taxation Laws (Amendment)
ordinance, 2019 effective from 01st April, 2019.

27 Disclosure of Corporate social responsibility (CSR)

As per Section 135 of the Companies Act, 2013, 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 areas for CSR activities are
eradication of hunger and malnutrition, promoting education, art and culture, healthcare, destitute
care and rehabilitation, environment sustainability, disaster relief, COVID-19 relief and rural
development projects. A CSR committee has been formed by the company as per the Act. The
funds were primarily utilized through the year on these activities which are specified in Schedule
VII of the Companies Act, 2013

28 Employee Benefits

a) Defined Contribution plan

The Company has defined contribution plan for its employees'' retirement benefits comprising
Provident Fund & Family Pension Fund. The contribution of Rs. 279.19 Lakhs (Pr. Yr. Rs. 204.61
Lakhs) towards provident fund are charged to Profit & loss account. The contributions payable to
the plan by the company are at a rate specified in rules to the schemes of GOI.

b) Defined benefit plan

The Company provides for gratuity for employees in India as per the Payment of Gratuity Act, 1972.
Employees who are in continuous service for a period of 5 years are eligible for gratuity. The
amount of gratuity payable on retirement/termination is the employees last drawn basic salary per
month computed proportionately for 15 days salary multiplied for the number of years of service.

* These Sensitivities have been calculated to show the movement in defined benefit obligation in
isolation and assuming there are no other changes in market conditions at the accounting date. There
have been no changes from the previous periods in the methods and assumptions used in preparing
the sensitivity analyses. This analysis may not be representative of the actual change in the defined
benefit obligations as it is unlikely that the change in assumptions would occur in isolation of one
another as some of the assumptions may be correlated.

Valuations are based on certain assumptions, which are dynamic in nature and vary over time. As
such company is exposed to various risks as follow :

a. Changes in Discount rate - Reduction in discount rate in subsequent valuations can increase the
plan''s liability.

b. Salary increase risk - Actual salary increases will increase the Plan''s liability. Increase in salary
increase rate assumption in future valuations will also increase the liability.

c. Life expectancy - Actual deaths & disability cases proving lower or higher than assumed in the
valuation can impact the liabilities.

d. Withdrawals - Actual withdrawals proving higher or lower than assumed withdrawals and change
of withdrawal rates at subsequent valuations can impact Plan''s liability.

31 Operating Segments

A. The Company operates mainly in one segmet i.e. the business of software development
services,which constitutes a primary segment.The secondary segment is geographical,
information related to which is given as under:

B. Geographical Information

The Company operates in geographical areas - India (country of domicile) and others (outside
India).

32 Financial Risk Managment
Risk management framework

The Company''s activities are exposed to a variety of financial risks. The key financial risks includes
market risk, credit risk and liquidity risk. The Company''s focus is to foresee the unpredictability of
financial markets and seek to minimize potential adverse effects on its financial performance. The
risks are governed by appropriate policies and procedures and accordingly financial risks are
identified, measured and managed with the Company''s policies and risk objectives. The Board of
Directors reviews and agree to policies for managing each of these risks which are summarized as
below:

(i) Credit risk management

Credit risk refers to the risk of default on its obligation by the counterparty resulting in a financial
loss. The maximum exposure to the credit risk at the reporting date is primarily from trade
receivables amounting to ?2108.32 and ?1599.36 Lakhs as at March 31, 2025 and March 31, 2024
respectively. Trade receivables and unbilled revenue are typically unsecured and are derived from
revenue from customers majorly located in US. Credit risk has always been managed by the
Company through credit approvals, establishing credit limits and continuously monitoring the
creditworthiness of the customers to which the Company grants credit terms in the normal course
of business. The Company uses the expected credit loss model to assess any required allowances;
and uses a provision matrix to compute the expected credit loss allowance for trade receivables
and unbilled revenues. This matrix takes into account credit reports and other related credit
information to the extent available.

The Company''s exposure to credit risk is influenced mainly by the individual characteristic of each
customer and the concentration of risk from the top few customers. Exposure to customers is
diversified and there is no single customer contributing more than 10% of outstanding trade
receivables and unbilled revenues.

Provision for Expected Credit or Loss

i. Financial assets for which loss allowance is measured using 12 month expected credit losses.
The Company has assets where the counter-parties have sufficient capacity to meet the
obligations and where the risk of default is very low. Accordingly, no loss allowance for
impairment has been recognised.

ii. Financial assets for which loss allowance is measured using life time expected credit losses.
The Company provides loss allowance on trade receivables using life time expected credit loss
and as per simplified approach.

Financial instrum ents and bank deposits

Cash and cash equivalents and deposits with banks are neither past due nor impaired. Cash and
cash equivalents with banks are held with reputed and credit worthy banking institutions.

(ii) Liquidity Risk Management

Liquidity risk is defined as the risk that the Company will not be able to settle or meet its
obligations on time.The Company''s principal sources of liquidity are cash and cash equivalents
and the cash flow that is generated from operations.The Company has no outstanding
borrowings. The Company believes that the working capital is sufficient to meet its current
requirements.

(iii) Market Risk Management

Market risk is the risk of loss of future earnings, fair values or future cash flows that may result
from a change in the price of a financial instrument. The value of a financial instrument may
change as a result of changes in the interest rates, foreign currency exchange rates, commodity
prices, equity prices and other market changes that affect market risk sensitive instruments.
Market risk is attributable to all market risk sensitive financial instruments including investments
and deposits, foreign currency receivables, payables and borrowings. The objective of market
risk management is to manage and control market risk exposures within acceptable parameters,
while optimising the return.

a) Interest Rate Risk

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 rate. In order to optimize the Company''s
position with regards to interest income and interest expenses and to manage the interest rate
risk, treasury performs a comprehensive corporate interest rate risk management by maximising
the use of fixed rate instruments.

b) Foreign Currency risk

Foreign currency risk is the risk that the fair value or future cash flows of a financial instrument
will fluctuate because of changes in foreign exchange rates. The Company''s exposure to the
risk of changes in foreign exchange rates relates primarily to the Company''s operating and
financing activities (when revenue or expense and borrowing is denominated in foreign
currency). The Company evaluates exchange rate exposure arising from foreign currency
transactions and follows established risk management policies.

Foreign currency risk sensitivity

The following tables demonstrate the sensitivity to a reasonably possible change in USD, EURO and
AED, with all other variables held constant. The impact on the Company profit before tax and equity
is due to changes in the fair value of monetary assets and liabilities. Foreign currency exposures
recognised by the Company that have not been hedged by a derivative instrument or otherwise are
as under:

Sensitivity analysis is computed based on the changes in the income and expenses in foreign currency
upon conversion into functional currency, due to exchange rate fluctuations between the previous
reporting period and the current reporting period.

33 Capital Management

For the purpose of Company''s Capital Management, Capital includes issued equity share capital &
Borrowings. The primary objective of Company''s Capital Management is to maximize shareholder''s
value and to maintain an appropriate capital structure of debt and equity. The company manages
it''s capital structure and makes adjustments in the light of changes in economic environment and
the requirements of financial covenants. The company manages it''s capital using Debt to Equity
Ratio which is Net Debt/Total Equity. Net Debt is total borrowing (Non-current and current) less
cash and cash equivalent.

The carrying value of the financial asstes & liabilities are equivalent to fair value due to the nature of the
instruments.

Fair value hierarchy

The fair values of the financial assets and liabilities are included at the amount at which the instrument
could be exchanged in an orderly transaction in the principal (or most advantageous) market at
measurement date under the current market condition regardless of whether that price is directly
observable or estimated using other valuation techniques.

The Company has established the following fair value hierarchy that categorizes the values into 3
levels. The inputs to valuation techniques used to measure fair value of financial instruments are:

Level 1: quoted (unadjusted) prices in active markets for identical assets or liabilities

Level 2: other techniques for which all inputs that have a significant effect on the recorded fair value

are observable, either directly or indirectly

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

The carrying amounts of all the financial instruments mentioned in the table above are considered to
be the same as their fair values due to the short term maturities or payable/receivable on demand and
are classified as Level 3 in the fair value hierarchy. There have been no transfers between Level 1,

Level 2 and Level 3 during the period.

35 Other Information in terms of the amendment in schedule III of the companies Act vide notification
dated 24th March, 2021

a. The Company does not have any Benami Property, and no proceeding has been initiated or
pending against the Company for holding any Benami Property.

b. The Company does not have any transactions with companies which are struck off.

c. The Company does not have any charges or satisfaction which is yet to be registered with
Registrar of Companies beyond the statutory period.

d. The Company have not traded or invested in crypto currency or virtual currency during the
financial year.

e. The Company has not advanced or loaned or invested funds to any other person(s) or entity(is),
including foreign entities (Intermediaries) with the understanding that the Intermediary shall:

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

ii. Provide any Guarantee, Security, or the like to or on behalf of the Ultimate Beneficiaries

f. 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:

i. 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

ii. Provide any Guarantee, Security, or the like on behalf of the ultimate beneficiaries.

g. The Company has no 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.

h. The Company have not been declared wilful defaulter by any Banks or any other Financial
Institution at any time during the financial year.

i. The company has utilized the borrowings from banks and financial institutions for the specific
purpose for which it was taken during the financial year.

j. There is no change in opening balance of other equity due to change in any accounting policy and
prior period errors.

36 Events occurring after the Balance Sheet Date

There are no material events occurred after the Balance sheet Date

37 Code on social security

The Code on Social Security, 2020 (''code'') relating to employee benefits, during employment and
post-employment, received Presidential assent on September 28, 2020. The Ministry of Labour and
Employment has released draft rules for the Code on Social Security, 2020 on November 13, 2020,
and has invited suggestions from stakeholders. The Company will assess the impact on its financial
statements in the period in which the related rules to determine the financial impact are notified and
the Code becomes effective.

39 Detail of Employee Share based payment plans :

A. Shares issued by the company under Ksolves Employee Stock Option Scheme-I (KSOS-I) and
Ksolves Employees Stock Option Scheme-II (KSOS-II): Nil (As the no options are vested during the
year).

B. Details of the shares reserved for issue under options:

During the period under review, in order to reward, attract, motivate and retain its employees,
existing or future, in or outside India, for their performance and for their contribution to the growth
and profitability of the Company, it was proposed to carry out the
Ksolves Employee Stock
Option Scheme-I (KSOS-I) and Ksolves Employee Stock Option Scheme-II (KSOS-II)
in the

Company.

Mar 31, 2024

b) Rights, preferences and restrictions attached to equity shares

The Company has only one class of equity shares having a par value of f 10/- per share. Each shareholder is entitled to one vote per equity share. The dividend, if any, proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting, except in case of interim dividend.

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

No member shall be entitled to exercise any voting rights either personally or by proxy at any meeting of the company in respect of any shares registered in his name on which any calls or other sums presently payable by him have not been paid or in regard to which the company has, and has exercised, any right of lien.

(ii) Retained Earnings

Retained earnings are the profits that Company has earned till date, less dividends or other distributions paid to shareholders. Retained earnings includes re-measurement loss / (gain) on defined benefit plans (net of taxes) that will not be reclassified to Profit and Loss. Retained earnings is a free reserve available to the Company.

The Company has exercised the option of availing lower tax rate of 25.17% (inclusive of surcharge and cess) under section 115BBA of The Income Tax Act, 1961 introduced by The Taxation Laws (Amendment) ordinance, 2019 effective from 01st April, 2019.

25 Disclosure of Corporate social responsibility (CSR)

As per Section 135 of the Companies Act, 2013, 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 areas for CSR activities are eradication of hunger and malnutrition, promoting education, art and culture, healthcare, destitute care and rehabilitation, environment sustainability, disaster relief, COVID-19 relief and rural development projects. A CSR committee has been formed by the company as per the Act. The funds were primarily utilized through the year on these activities which are specified in Schedule VII of the Companies Act, 2013.

26 Employee Benefits

a) Defined Contribution plan

The Company has defined contribution plan for its employees'' retirement benefits comprising Provident Fund & Family Pension Fund. The contribution of Rs. 204.61 Lakhs(Pr. Yr. Es. 150.71 Lakhs) towards provident fund are charged to Profit & loss account. The contributions payable to the plan by the company are at a rate specified in rules to the schemes of GOI.

b) Defined benefit plan

The Company provides for gratuity for employees in India as per the Payment of Gratuity Act, 1972. Employees who are in continuous service for a period of 5 years are eligible for gratuity. The amount of gratuity payable on retirement/termination is the employees last drawn basic salary per month computed proportionately for 15 days salary multiplied for the number of years of service.

*These Sensitivities have been calculated to show the movement in defined benefit obligation in isolation and assuming there are no other changes in market conditions at the accounting date. There have been no changes from the previous periods in the methods and assumptions used in preparing the sensitivity analyses. This analysis may not be representative of the actual change in the defined benefit obligations as it is unlikely that the change in assumptions would occur in isolation of one another as some of the assumptions may be correlated.

Valuations are based on certain assumptions, which are dynamic in nature and vary over time. As such company is exposed to various risks as follow :

a. Changes in Discount rate - Reduction in discount rate in subsequent valuations can increase the plan''s liability.

b. Salary increase risk - Actual salary increases will increase the Plan''s liability. Increase in salary increase rate assumption in future valuations will also increase the liability.

c. Life expectancy - Actual deaths & disability cases proving lower or higher than assumed in the valuation can impact the liabilities.

d. Withdrawals - Actual withdrawals proving higher or lower than assumed withdrawals and change of withdrawal rates at subsequent valuations can impact Plan''s liability.

29 Operating Segments

A. The Company operates mainly in one segmet i.e. the business of software development services,which constitutes a primary segment.The secondary segment is geographical, information related to which is given as under:

B. Geographical Information

The Company operates in geographical areas - India (country of domicile) and others (outside India).

30 Financial Risk Managment Risk management framework

The Company''s activities are exposed to a variety of financial risks. The key financial risks includes market risk, credit risk and liquidity risk. The Company''s focus is to foresee the unpredictability of financial markets and seek to minimize potential adverse effects on its financial performance. The risks are governed by appropriate policies and procedures and accordingly financial risks are identified, measured and managed with the Company''s policies and risk objectives. The Board of Directors reviews and agree to policies for managing each of these risks which are summarized as below:

(i) Credit risk management

Credit risk refers to the risk of default on its obligation by the counterparty resulting in a financial loss. The maximum exposure to the credit risk at the reporting date is primarily from trade receivables amounting to ?1,599.36 and ?1,508.39 Lakhs as at March 31, 2024 and March 31, 2023 respectively. Trade receivables and unbilled revenue are typically unsecured and are derived from revenue from customers majorly located in US. Credit risk has always been managed by the Company through credit approvals, establishing credit limits and continuously monitoring the creditworthiness of the customers to which the Company grants credit terms in the normal course of business. The Company uses the expected credit loss model to assess any required allowances; and uses a provision matrix to compute the expected credit loss allowance for trade receivables and unbilled revenues. This matrix takes into account credit reports and other related credit information to the extent available.

The Company''s exposure to credit risk is influenced mainly by the individual characteristic of each customer and the concentration of risk from the top few customers. Exposure to customers is diversified and there is no single customer contributing more than 10% of outstanding trade receivables and unbilled revenues.

Provision for Expected Credit or Loss

i. Financial assets for which loss allowance is measured using 12 month expected credit losses. The Company has assets where the counter-parties have sufficient capacity to meet the obligations and where the risk of default is very low. Accordingly, no loss allowance for impairment has been recognised.

ii. Financial assets for which loss allowance is measured using life time expected credit losses. The Company provides loss allowance on trade receivables using life time expected credit loss and as per simplified approach.

Financial instruments and bank deposits

Cash and cash equivalents and deposits with banks are neither past due nor impaired. Cash and cash equivalents with banks are held with reputed and credit worthy banking institutions.

(ii) Liquidity Risk Management

Liquidity risk is defined as the risk that the Company will not be able to settle or meet its obligations on time.The Company''s principal sources of liquidity are cash and cash equivalents and the cash flow that is generated from operations.The Company has no outstanding borrowings. The Company believes that the working capital is sufficient to meet its current requirements.

(iii) Market Risk Management

Market risk is the risk of loss of future earnings, fair values or future cash flows that may result from a change in the price of a financial instrument. The value of a financial instrument may change as a result of changes in the interest rates, foreign currency exchange rates, commodity prices, equity prices and other market changes that affect market risk sensitive instruments. Market risk is attributable to all market risk sensitive financial instruments including investments and deposits, foreign currency receivables, payables and borrowings. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimising the return.

a) Interest Rate Risk

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 rate. In order to optimize the Company''s position with regards to interest income and interest expenses and to manage the interest rate risk, treasury performs a comprehensive corporate interest rate risk management by maximising the use of fixed rate instruments.

b) Foreign Currency risk

Foreign currency risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in foreign exchange rates. The Company''s exposure to the risk of changes in foreign exchange rates relates primarily to the Company''s operating and financing activities (when revenue or expense and borrowing is denominated in foreign currency). The Company evaluates exchange rate exposure arising from foreign currency transactions and follows established risk management policies.

(Foreign currency risk sensitivity

The following tables demonstrate the sensitivity to a reasonably possible change in USD, EURO and AED, with all other variables held constant. The impact on the Company profit before tax and equity is due to changes in the fair value of monetary assets and liabilities. Foreign currency exposures recognised by the Company that have not been hedged by a derivative instrument or otherwise are

Sensitivity analysis is computed based on the changes in the income and expenses in foreign currency upon conversion into functional currency, due to exchange rate fluctuations between the previous reporting period and the current reporting period.

31 Capital Management

For the purpose of Company''s Capital Management, Capital includes issued equity share capital & Borrowings. The primary objective of Company''s Capital Management is to maximize shareholder''s value and to maintain an appropriate capital structure of debt and equity. The company manages it''s capital structure and makes adjustments in the light of changes in economic environment and the requirements of financial covenants. The company manages it''s capital using Debt to Equity Ratio which is Net Debt/Total Equity. Net Debt is total borrowing (Non-current and current) less cash and cash equivalent.

The carrying value of the financial asstes & liabilities are equivalent to fair value due to the nature of the instruments.

33 Fair value hierarchy

The fair values of the financial assets and liabilities are included at the amount at which the instrument could be exchanged in an orderly transaction in the principal (or most advantageous) market at measurement date under the current market condition regardless of whether that price is directly observable or estimated using other valuation techniques.

The Company has established the following fair value hierarchy that categorizes the values into 3 levels. The inputs to valuation techniques used to measure fair value of financial instruments are:

Level 1: quoted (unadjusted) prices in active markets for identical assets or liabilities

Level 2: other techniques for which all inputs that have a significant effect on the recorded fair value

are observable, either directly or indirectly

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

The carrying amounts of all the financial instruments mentioned in the table above are considered to be the same as their fair values due to the short term maturities or payable/receivable on demand and are classified as Level 3 in the fair value hierarchy. There have been no transfers between Level 1,

Level 2 and Level 3 during the period.

Other Information in terms of the amendment in schedule III of the companies Act vide notification dated 24th March, 2021

a. The Company does not have any Benami Property, and no proceeding has been initiated or pending against the Company for holding any Benami Property.

b. The Company does not have any transactions with companies which are struck off.

c. The Company does not have any charges or satisfaction which is yet to be registered with Registrar of Companies beyond the statutory period.

d. The Company have not traded or invested in crypto currency or virtual currency during the financial year.

e. 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:

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

ii. Provide any Guarantee, Security, or the like to or on behalf of the Ultimate Beneficiaries

f. 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:

i. 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

ii. Provide any Guarantee, Security, or the like on behalf of the ultimate beneficiaries.

g. The Company has no 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.

h. The Company have not been declared willful defaulter by any Banks or any other Financial Institution at any time during the financial year.

i. The company has utilized the borrowings from banks and financial institutions for the specific purpose for which it was taken during the financial year.

j. There is no change in opening balance of other equity due to change in any accounting policy and prior period errors.

34 Events occurring after the Balance Sheet Date

There are no material events occurred after the Balance sheet Date

35 Code on social security

The Code on Social Security, 2020 (''code'') relating to employee benefits, during employment and post-employment, received Presidential assent on September 28, 2020. The Ministry of Labour and Employment has released draft rules for the Code on Social Security, 2020 on November 13, 2020, and has invited suggestions from stakeholders. The Company will assess the impact on its financial statements in the period in which the related rules to determine the financial impact are notified and the Code becomes effective.

Mar 31, 2021

Basis of Accounting:

These financial statements have been prepared under historical cost convention from books of accounts maintained on an accrual basis (unless otherwise stated hereinafter) in conformity with accounting principles generally accepted in India and comply with the Accounting Standards issued by the Institute of Chartered Accountants of India and referred to Sec 129 & 133 of the Companies Act, 2013, of India. The accounting policies applied by the company are consistent with those used in previous year.

Fixed Assets:

Fixed Assets are stated at their original cost, which includes expenditure incurred in the acquisition of Assets/construction of Assets, Pre-operative expenses till the commencements of operation and Interest up to the date of commencement of commercial production.

Depreciation:

Depreciation has been provided based on life assigned to each asset in accordance with Schedule II of the Companies Act, 2013 using Straight Line Method.

Investments:

Long term Investments are stated at acquisition cost and provision is made for diminution, other than temporary, in value of the investments. Current investments are valued at lower of cost or market value/net asset value.

Inventories:

Since the company is in the business of providing services so that there are no inventories.

Revenue recognition:

Revenue from rendering of services

Revenue from professional services consists primarily of revenues earned from services performed on a “time and material” basis. The related revenue is recognized as and when services are performed.

Amount received or billed in advance of services performed are recorded as unearned revenue. Unbilled revenue, including in debtors, represents amounts recognized based on services performed in advance of billing in accordance with contract terms.

Taxation:

Provision is made for income tax liability estimated to arise on the results for the year at the current rate of Tax in accordance with Income Tax Act, 1961.

In accordance with the Accounting standard 22, Accounting for Taxes on Income, issued by the Institute of Chartered Accountants of India, deferred Tax resulting from timing differences between book profit and Tax profit is accounted for, at the current rate of Tax, to the extent the timing differences are expected to crystallize.

During the FY 2020-21 company has earned profit of Rs. 10,65,39,610/- before tax and the company have charged deferred tax Assets of Rs. 9,23,299.00 to Profit & Loss A/c as per notes no. vii calculated.

Provisions:

A provision is recognized when an enterprise has a present obligation as a result of a past event and 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, other than employee’s benefits, are not discounted to their present value and are determined based on management estimate required to settle the obligation at the balance sheet date. These are reviewed at each balance sheet date and adjusted to reflect the current management estimates.

Expenditure:

Expenses are net of taxes recoverable, where applicable.

Impairment losses, if any, are recognized in accordance with the accounting standard 28 issued in this regard by The Institute of Chartered Accountants of India.

Note No. -2 Notes on Accounts forming part of accountsA. Remuneration to Directors

Particulars

2020-21

2019-20

Remuneration to Directors

55,69,976.00

41,71,024.00

B. In the opinion of the Board of Directors, the Current Assets, Loans and Advances are approximately of the value stated if realized in the ordinary course of business. The provision for all known liabilities is adequate and not in excess of amount reasonably necessary.

C. Related Party Disclosures (a) List of Related Parties• Director/Key Managerial Personnel

Name

Relationship

Ratan Kumar Srivastava

Chairman Cum Managing Director

Deepali Verma

Whole Time Director

Umang Soni

Chief Financial Officer

Manisha Kide

Company Secretary & Compliance Officer

Dipanshu

Ex. Company Secretary & Compliance Officer

• Relative of Directors

Name

Relationship

Ravinder Kumar Verma

Relative of Director

• Subsidiary/Sister Concern

Name

Relationship

Kartik Solutions Private Limited

Subsidiary Company

Ksolves LLC

Sister Concern

(b) Transactions with Related Parties

Name

Nature of Transactions

Amount

Ratan Kumar Srivastava

Director’s Remuneration

2,969,536.00

Deepali Verma

Director’s Remuneration

2,600,440.00

Ravinder Kumar Verma

Professional Services

100,000.00

Ksolves LLC

Sale of Services

2,218,877.57

Umang Soni

Salary

61,616.00

Umang Soni

Reimbursements of Expenses

100.00

Manisha Kide

Salary

335,874.85

Manisha Kide

Reimbursements of Expenses

21,700.00

Dipanshu

Salary

109,113.81

Kartik Solutions Private Limited

Reimbursements of Expenses

337,399.87

Kartik Solutions Private Limited

Loan Granted

4,50,000.00

D. Earnings per share

Particulars

2020-21

2019-20

Net profit after tax before adjustment of Income Taxes of earlier year Particulars

7,96,82,488.00

67,03,627.00

Weighted Average Number of Equity Shares (No’s)

13,72,203

2,15,488

Earnings Per Share before adjustment of Income Tax of earlier years (Rs.)

58.07

31.11

E. Segment Reporting

The Company at present is engaged in the business of software development services, which constitutes a single business segment. In view of above, primary and secondary reporting disclosures for business/ geographical segment as envisaged in AS -17 are not applicable to the Company.

Auditors Remuneration

Sr. No.

Particulars

Current Year

Previous Year

1.

Audit Fee

4,50,000.00

1,00,000.00

Total

4,50,000.00

1,00,000.00

Deferred Tax Calculation

WDV as per IT

41,31,364.00

WDV as per Co Act

39,86,521.00

Provision for Gratuity

31,84,593.00

Net Timing Difference

33,29,436.00

Deferred Tax Assets on above as on 31.03.2021

8,37,953.00

DeferredTax Liability as on 31.03.2020

85,3446.00

Deferred Tax Assets charged to P&L a/c

9,23,298.00

Earnings and Expenditure in foreign currency

Foreign Exchange Earning: Export of service:

S. No.

Currency

Amount in Foreign Currency

Amount in Indian Currency

1

CAD

11,930.40

637,150.84

2

EURO

134,016.44

11,366,093.57

3

USD

2,959,816.08

219,383,266.71

Total

231,386,511.12

Foreign Exchange outgo:

S. No.

Currency

Amount

1

EURO

2866.75

2

GBP

403.23

3

MZN

36701.81

4

USD

15093.69

I. Interim Dividend

Company has paid Interim Dividend of Rs. 10 per Share during the current year.

J. The company has compiled the above accounts based on the revised/Modified schedule III applicable for the accounting period 2020-21. The disclosure requirements are made in the notes to accounts or by way of additional statements. The other disclosures as required by the Companies Act are made in the notes to accounts.

Notes forming part of the Accounts

3 to 21

Standard Accounting Policies

1

Additional Notes forming part of accounts

2

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