Nurture Well Industries Ltd. இன் கணக்கு குறிப்புகள்

f. Provisions, Contingent Liabilities, Contingent Assets and Commitments

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

If the effect of the time value of money is material, provisions are discounted using a current pre-tax rate that
reflects, when appropriate, the risks specific to the liability. When discounting is used, the increase in the provision
due to the passage of time is recognised as a finance cost.

Contingent liability is disclosed in case of:

- a present obligation arising from past events, when it is not probable that an outflow of resources will be required
to settle the obligation.

- present obligation arising from past events, when no reliable estimate is possible.

- a possible obligation arising from past events where the probability of outflow of resources is not remote
Contingent asset is not recognised in the financial statements.

A contingent asset is disclosed, where an inflow of economic benefits is probable.

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

g. Tax Expenses

The Tax Expense for the period comprises current and deferred tax. Tax is recognised in the Statement of Profit
and Loss, except to the extent that it relates to items recognised in the comprehensive income or equity. In which
case, the tax is also recognised in other comprehensive income or equity.

(I) Current Tax

Current Tax assets and liabilities are measured at the amount expect to be recovered or paid to the taxation
authorities, based on tax rates and laws that are enacted or substantively enacted at the Balance Sheet date.

(II) Deferred Tax

Deferred Tax is provided, using the balance sheet method, on all temporary differences at the balance sheet date
between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes. Deferred
Tax Assets and liabilities are measured at the tax rates that are expected to apply to the period when the asset is
realized or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted
at the balance sheet date.

The carrying amount of deferred tax assets is reviewed at each balance sheet date and is adjusted to the extent that
it is no longer probable that sufficient taxable profit will be available to allow or part of the asset to be recovered.

Deferred tax liabilities are recognised for all taxable temporary differences, except:

a. When the deferred tax liability arises from the initial recognition of goodwill or an asset or liability in a
transaction that is not a business combination and, at the time of the transaction, affects neither the accounting
profit nor taxable profit or loss;

b. In respect of taxable temporary differences associated with investments in subsidiaries,

when the timing of the reversal of the temporary differences can be controlled and it is probable that the
temporary differences will not reverse in the foreseeable future.

Deferred tax assets are recognised for all deductible temporary differences, the carry forward of unused tax credits
and any unused tax losses. Deferred tax assets are recognised to the extent that it is probable that taxable profit
will be available against which the deductible temporary differences, and the carry forward of unused tax credits
and unused tax losses can be utilised, except:

a. When the deferred tax asset relating to the deductible temporary difference arises from the initial recognition
of an asset or liability in a transaction that is not a business combination and, at the time of the transaction,
affects neither the accounting profit nor taxable profit or loss;

b. In respect of deductible temporary differences associated with investments in subsidiaries,
deferred tax assets are recognised only to the extent that it is probable that the temporary

differences will reverse in the foreseeable future and taxable profit will be available against which the
temporary differences can be utilized.

h. Operating Cycle

Based on the nature and activities of the Company and the normal time between acquisition of assets and their
realisation in cash or cash equivalents, the company has determined its operating cycle as twelve months for the
purpose of classification of its assets and liabilities as current and non-current.

i. Business combination

Business combinations arising from transfers of interest in entities that are under the control of the shareholder
who control the Company are accounted for as if the acquisition had occurred at the beginning of the earliest
comparative period presented or, if later, at the date that common control was established; for this purpose,
comparatives are revised. The assets and liabilities acquired are recognised at their carrying amounts. The identity
of the reserves is preserved, and they appear in the financial statements of the Company in the same form in which
they appeared in the financial statements of the acquired entity. The difference, if any, between the value of net
assets and the consequent reduction in value of investment held by the Company is transferred to the capital reserve
or to the accumulated balance of profit and loss.

j. Foreign Currency transactions and translation

The Company''s financial statements are presented in INR, which is also the Company''s functional currency.

Foreign currency transactions are recorded on initial recognition in the functional currency, using the exchange
rate at the date of the transaction.

At each balance sheet date, foreign currency monetary items (such as Cash, Receivables, loans, payables, etc.) are
reported using the closing exchange rate. Exchange differences that arise on settlement of monetary items or on
reporting at each balance sheet date of the Company''s monetary items at the closing rate are recognised as gain or
loss in the period in which they arise.

Non-monetary items (such as Investments, Fixed Assets, etc.) which are carried at historical cost denominated in
a foreign currency are reported using the exchange rate at the date of the transaction.

Exchange differences arising on settlement or translation of monetary items are recognised in profit or loss with
the exception of the following:

a. In the standalone financial statements that include the foreign operation and the reporting entity (e.g.,
financial statements when the foreign operation is a branch), such exchange differences are recognised
initially in OCI. These exchange differences are reclassified from equity to profit or loss on disposal of
investment.

b. Tax charges and credits attributable to exchange differences on those monetary items are also recorded in
OCI. Non-monetary items that are measured in terms of historical cost in a foreign currency are translated
using the exchange rates at the dates of the initial transactions.

Foreign Subsidiary

On consolidation, the assets and liabilities of foreign operations are translated into Indian Rupees at the rate of
exchange prevailing at the reporting date and their statements of profit or loss are translated at exchange rates
prevailing at the dates of the transactions. For practical reasons, the company uses an average rate to translate
income and expense items. The exchange differences arising on translation for consolidation are recognised in
OCI. On disposal of a foreign operation, the component of OCI relating to that particular foreign operation is
recognised in profit or loss.

k. Revenue Recognition

Revenue from sale of Traded Goods is recognized to depict the transfer of control of promised goods to merchants
upon the satisfaction of performance obligation under the contract in an amount that reflects the consideration to
which the entity expects to be entitled in exchange for those goods. Consideration includes goods contributed by
the customer, as non-cash consideration, over which entity has control. The amount of consideration disclosed as
revenue is net of variable considerations like incentives or other items offered to the customers.

(i) Revenue from rendering of services:

It is recognised when the performance of agreed contractual task has been completed.

(ii) Interest income from a financial asset:

It is recognised using effective interest rate method. EIR is the rate that exactly discounts the estimated
future cash payments or receipts over the expected life of the financial instrument or a shorter period,
where appropriate, to the gross carrying amount of the financial asset or to the amortised cost of a
financial liability.

(iii) Dividend income:

It is recognised when the Company''s right to receive the payment has been established.

l. Financial Instruments

A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or
equity instrument of another entity.

I. Financial Assets

(i) Classification

The Company classifies financial assets as subsequently measured at amortised cost, fair value through other
comprehensive income or fair value through statement of profit and loss on the basis of its business model for
managing the financial assets and the contractual cash flows characteristics of the financial asset.

(ii) Initial recognition and measurement

All financial assets are recognised initially at fair value plus transaction cost, in the case of financial assets not
recorded at fair value through statement of profit and loss, transaction costs that are attributable to the acquisition
of the financial asset.

Transaction costs of financial assets carried at fair value through profit or loss are expensed in the statement of
profit and loss.

(iii) Subsequent measurement:

For purposes of subsequent measurement, financial assets are classified in below categories:

(a) Financial assets carried at amortised cost: A financial asset is subsequently measured at amortised cost if it
is held within a business model whose objective is to hold the asset in order to collect contractual cash flows and
the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of
principal and interest on the principal amount outstanding.

(b) Financial assets at fair value through other comprehensive income: A financial asset is subsequently
measured at fair value through other comprehensive income if it''s held within a business model whose objective
is achieved by both collecting contractual cash flows and selling financial assets and the contractual terms of the
financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the
principal amount outstanding.

(c) Financial assets at fair value through statement of profit and loss: A financial asset which is not classified
in any of the above categories are subsequently fair valued through statement of profit and loss.

(d) Deemed Investment: Loans provided by the company to the subsidiary company are recognised at fair value
on the date of disbursement and the difference on fair valuations is recognised as deemed investment for the
company. Rest of the portion of the loan so disbursed forms a part of the loan receivable for the Company. If there
is earlier repayment of the loan by the Subsidiary, the amount of the deemed investment is derecognised.

(d) De-recognition: A financial asset is primarily derecognised when the rights to receive cash flows from the
asset have expired or the company has transferred its rights to receive cash flows from the asset.

(e) Investment in subsidiaries, joint ventures and associates: The Company accounts for its investment in joint
ventures at cost.

(f) Impairment of financial assets: The Company assesses impairment based on expected credit losses (ECL)
model for measurement and recognition of impairment loss on the financial assets that are trade receivables or
contract revenue receivables and all lease receivables.

II. Financial Liabilities

(i) Classification:

The Company classifies all financial liabilities as subsequently measured at amortised cost, except for financial
liabilities at fair value through statement of profit and loss. Such liabilities, including derivatives that are liabilities,
shall be subsequently measured at fair value.

(ii) Initial recognition and measurement: All financial liabilities are recognised initially at fair value and, in the
case of loans and borrowings and payables, net of directly attributable transaction costs. The Company''s financial
liabilities include trade and other payables, loans and borrowings.

(iii) Subsequent measurement: The measurement of financial liabilities depends on their classification as
described below:

(a) Financial Liabilities at amortised cost: After initial recognition, interest-bearing loans and borrowings are
subsequently measured at amortised cost using the EIR method. Gains and losses are recognised in the profit or
loss when the liabilities are derecognised as well as through the EIR amortisation process.

Amortised cost is calculated by taking into account any discount or premium on acquisition and fees or costs that
are on integral part of the EIR. The EIR amortisation is included as finance costs in the statement of profit and
loss.

(b) Financial liabilities at fair value through profit or loss: Financial liabilities at fair value through profit or
loss include financial liabilities held for trading and financial liabilities designated upon initial recognition as at
fair value through profit and loss. Financial liabilities are classified as held for trading if they are incurred for the
purpose of repurchasing in the near term. Gains or losses on liabilities held for trading are recognised in the
statement of profit and loss.

(c) De-recognition: a financial liability is derecognised when the obligation under the liability is discharged or
cancelled or expires. When an existing financial liability is replaced by another from the same lender on
substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or
modification is treated as the de-recognition of the original liability and the recognition of a new liability. The
difference in the respective carrying amounts is recognised in the statement of profit and loss.

III. Offsetting:

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

m. Earnings per share

Basic Earnings Per Share (‘EPS’) is computed by dividing the net profit attributable to the equity shareholders by
the weighted average number of equity shares outstanding during the year. Diluted earnings per share is computed
by dividing the net profit by the weighted average number of equity shares considered for deriving basic earnings
per share and also the weighted average number of equity shares that could have been issued upon conversion of
all dilutive potential equity shares. Dilutive potential equity shares are deemed converted as of the beginning of
the year, unless issued at a later date. In computing diluted earnings per share, only potential equity shares that are
dilutive and that either reduces earnings per share or increases loss per share are included. The number of shares
and potentially dilutive equity shares are adjusted retrospectively for all periods presented in case of share splits.

n. Leases

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

(i) the contract involves the use of an identified asset

(ii) the Company has the right to direct the use of the asset.

At the date of commencement of the lease, the Company recognises a right-of-use (ROU) asset and a
corresponding lease liability for all lease arrangements in which it is a lessee, except for leases with a term of 12
months or less (short term leases) and low value leases. For these short-term and low value leases, the Company
recognises the lease payments as an operating expense on a straight-line basis over the term of the lease. Certain
lease arrangements include the options to extend or terminate the lease before the end of 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 ROU assets are initially recognised at cost, which comprises the initial amount of the lease liability 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.
ROU assets are depreciated from the commencement date on a straight-line basis over the shorter of the lease term
and useful life of the underlying asset. ROU assets are evaluated for recoverability whenever events or changes in
circumstances indicate that their carrying amounts may not be recoverable. For the purpose of impairment testing,
the recoverable amount (i.e. the higher of the fair value less cost to sell and the value-in-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 payments are discounted using the interest rate implicit in the lease or, if not readily determinable using
the incremental borrowing rates of the Company. Lease Liabilities are re-measured with a corresponding
adjustment to the related ROU asset if the Company changes its assessment of whether it will exercise an extension
or a termination option. Lease Liability and ROU assets have been separately presented in the Balance Sheet and
lease payments have been classified as financing cash flows.

o. Going concern

The Board of Directors have considered the financial position of the Company at March 31, 2026 and the projected
cash flows and financial performance of the Company for at least twelve months from the date of standalone
financial statements as well as planned cost and cash improvement actions, and believe that the plan for sustained
profitability remains on course. The Board of Directors have taken actions to ensure that appropriate long-term
cash resources are in place at the date of signing the accounts to fund the Company''s operations.

p. Cash and Cash Equivalents

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

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

q. Fair value measurement

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction
between market participants at the measurement date. 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 considers 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.

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

• 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 recognised 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 based
on the nature, characteristics and risks of the asset or liability and the level of the fair value hierarchy as explained
above.

r. Employee Benefits

I. Short-term employee benefits

All employee benefits falling due wholly within twelve months of rendering the services are classified as short¬
term employee benefits, which include benefits like salaries, wages, short-term compensated absences and
performance incentives and are recognised as expenses in the period in which the employee renders the related
service.

II. Post-employment benefits

Contributions to defined contribution schemes such as Provident Fund, Pension Fund, etc., are recognised as
expenses in the period in which the employee renders the related service. In respect of certain employees, Provident
Fund contributions are made to a Trust administered by the Company. The interest rate payable to the members of
the Trust shall not be lower than the statutory rate of interest declared by the Central Government under the
Employees’ Provident Funds and Miscellaneous Provisions Act, 1952 and shortfall, if any, after considering the
accumulated reserves with the Trust, shall be made good by the Company. To this extent, the Provident Fund
scheme could be considered as a defined benefit plan. In respect of contributions made to government administered
Provident Fund, the Company has no further obligations beyond its monthly contributions. The Company also
provides for post-employment defined benefit in the form of gratuity. The cost of providing benefit is determined
using the projected unit credit method, with actuarial valuation being carried out at each balance sheet date.
Remeasurement of the net benefit liability, which comprise actuarial gains and losses, the return on plan assets
(excluding interests) and the effect of the assets ceiling (if any, excluding interest) are recognised in other
comprehensive income. The service cost, net interest cost and effect of any plan amendments are recognised in
the Statement of Profit and Loss.

III. Other long-term employee benefits

All employee benefits (other than post-employment benefits and termination benefits) which do not fall due wholly
within twelve months after the end of the period in which the employees render the related services are determined
based on actuarial valuation or discounted present value method carried out at each balance sheet date. The
expected cost of accumulating compensated absences is determined by actuarial valuation performed by an
independent actuary every year 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 recognised in the period in which the absences occur.

IV. Voluntary retirement scheme benefits

Voluntary retirement scheme benefits are recognised as an expense in the year they are incurred.

s. Cash Flow Statement

Cash flows are reported using indirect method, whereby net profits before tax is adjusted for the effects of
transactions of a non-cash nature and any deferrals or accruals of past or future cash receipts or payments and
items of income or expenses associated with investing or financing cash flows. The cash flows from regular
revenue generating (operating activities), investing and financing activities of the Company are segregated.

t. Events occurring after the balance sheet date

Based on the nature of the event, the company identifies the events occurring between the balance sheet date and
the date on which the standalone financial statements are approved as ‘Adjusting Event’ and ‘Non-adjusting event’.

Adjustments to assets and liabilities are made for events occurring after the balance sheet date that provide
additional information materially affecting the determination of the amounts relating to conditions existing at the
balance sheet date or because of statutory requirements or because of their special nature. For non-adjusting events,
the company may provide a disclosure in the standalone financial statements considering the nature of the
transaction.

B.3 Significant accounting judgements, estimates and assumptions

The preparation of the financial statements requires management to make judgements, estimates and assumptions
that affect the reported amounts of revenues, expenses, assets and liabilities. Uncertainty about these assumptions
and estimates could result in outcomes that require a material adjustment to the carrying amount of assets or
liabilities affected in future periods.

a. Judgements

In the process of applying the accounting policies, management has made the following judgements, which have
the most significant effect on the amounts recognised in the financial statements:

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 financial year, are described below:

a. The Company based its assumptions and estimates on parameters available when the standalone financial
statement were prepared.

b. 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.

b. Defined benefit plans (gratuity benefits)

The company does not see any gratuity liability in immediate future. Accordingly, the company has not carried
out actuarial valuation at balance sheet date.

c. Fair value measurement of financial instruments

When the fair values 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 and inputs to be
used. 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.

d. Lease

The Company measures the lease liability at the present value of the lease payments that are not paid at the
commencement date of the lease. The lease payments are discounted using the interest rate implicit in the lease, if
that rate can be readily determined. If that rate cannot be readily determined, the Company uses incremental
borrowing rate. For leases with reasonably similar characteristics, the Company may adopt the incremental
borrowing rate for the entire portfolio of leases as a whole. The lease payments shall include fixed payments,
variable lease payments, residual value guarantees and payments of penalties for terminating the lease, if the lease
term reflects the lessee exercising an option to terminate the lease. The lease liability is subsequently re measured

by increasing the carrying amount to reflect interest on the lease liability, reducing the carrying amount to reflect
the lease payments made and re measuring the carrying amount to reflect any reassessment or lease modifications
or to reflect revised in-substance fixed lease payments.

e. Impairment of Goodwill

Goodwill recognised on business combination is tested for impairment on annual basis or whenever there is an
indication that the recoverable amount of the cash generating unit (CGU) is less than the carrying amount. The
calculation of value in use of a CGU involves use of significant assumptions including future economic and market
conditions.

f. Business combination

As disclosed in Note B.2 (i), Control is achieved when the Company is exposed, or has rights, to variable returns
from its involvement with the investee and has the ability to affect those returns through its power over the
investee. In cases, where the Company holds less than half of the voting rights of an investee, significant
judgement is required by management to determine whether the Company has control over the investee, which is
established if and only if the Company has:

a. Power over the investee (i.e., existing rights that give it the current ability to direct the relevant activities of the
investee);

b. Exposure, or rights, to variable returns from its involvement with the investee; and

c. The ability to use its power over the investee to affect its returns.

g. Impairment of investment in subsidiaries

The Company asses the carrying amounts of investment in subsidiaries to determine whether there is any indication
that those investments have suffered an impairment loss. Where the carrying amount of investments exceeds its
recoverable amount, the investment is considered impaired and is written down to its recoverable amount. An
impairment loss (if any) is recognised in statement of profit and loss.

(d) Rights, preferences and restrictions attached to the equity shares:

The Company has only one class of equity shares having a par value of Rs 1/- per share. Each holder of equity shares is entitled to one vote per share. The holders of Equity Shares are entitled to receive dividends as declared from time to time. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting. In the event of liquidation of the company, the holders of equity shares will be entitled to receive remaining assets of the company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders.

(e) Sub-division/split of equity shares

During the year ended 31 March 2025, the Company on 18 September 2024 announced sub-division /split ( ''Record Date 01 October 2024'') of existing Equity Shares of the Company from 1 (One) Equity Share having face value of 10/- (Rupees Ten only) each fully paid-up, into such number of Equity Shares having face value of 1/- (Rupees One only) each fully paid-up.

(f) Aggregate number of bonus shares issued, shares issued for consideration other than cash and shares bought back during the period of five years immediately preceding the reporting date:

(i) During the year ended 31 March 2025 the Company had issued and allotted 95,78,951 ordinary shares of Rs 10/- each, as fully paid up Bonus Shares in the proportion of 1 (One) Bonus Share of Rs 10/- each for every 1 (one) existing ordinary share of Rs 10/- each. on the record date i.e. 16.04.2024.

For the period of five years of the date of the immediately preceding the reporting date, there was no share allotment made for consideration other than cash except as disclosed above. Further, there has been no buy back of shares during the period of five years immediately preceding the reporting date.

(g) Preferential Issue

(i) During the previous year i.e., FY 2023-24 , the Company had issued and allotted 24,43,000 share warrants, each convertible into one equity share of Rs. 10 each, on Preferential allotment basis at an issue price of Rs. 170 per warrant, to the Promoter/ Non-promoter group of the Company and certain identified non-promoter persons / entity, upon receipt of 25% of the issue price (i.e. Rs. 42.50 per warrant) as warrant subscription money. Balance 75% of the issue price (i.e. Rs. 127.50 per warrant) was payable within 18 months from the date of allotment i.e. 19 September 2023, at the time of exercising the option to apply for fully paid-up equity share of Rs. 10 each of the Company, against each warrant held by the warrant holder

During the current year i.e., FY 2024-25, the Company upon receipt of balance 75% of the issue price (i.e., Rs. 127.50 per warrant) for 13,88,000 (previous year 1,00,000 warrants) warrants, has allotted equal no. of fully paid-up equity shares against conversion of said warrants exercised by the warrant holder. As a result of such allotment, the paid-up equity share capital of the Company has increased by 13,88,000 equity shares of face value of Rs. 10 each. For the remaining 9,55,000 warrants, the respective allottees did not pay balance 75% money towards such such warrants. Accordingly, the amount received against such warrants amounting Rs. 4,05,87,500 i.e., 25% of the initial issue price has been forfeited and transferred to capital reserve.

(ii) During the previous year i.e., FY 2023-24, the Company had issued and allotted 20,50,000 share warrants, each convertible into one equity share of Rs. 10 each, on Preferential allotment basis at an issue price of Rs. 366 per warrant, to the Promoter/ Non-promoter group of the Company and certain identified non-promoter persons / entity, upon receipt of 25% of the issue price (i.e. Rs. 91.50 per warrant) as warrant subscription money. Balance 75% of the issue price (i.e. Rs. 274.50 per warrant) was payable within 18 months from the date of allotment i.e.9 January 2024, at the time of exercising the option to apply for fully paid-up equity share of Rs. 10 each of the Company, against each warrant held by the warrant holder

During the year i.e., FY 2024-25, the Company upon receipt of balance 75% of the issue price (i.e., Rs. 274.50 per warrant) for 6,75,000 (previous year 13,75,000 warants) warrants, has allotted equal no. of fully paid-up equity shares against conversion of said warrants exercised by the warrant holder. As a result of such allotment, the paid-up equity share capital of the Company has increased by 6,75,000 (previous year 13,75,000) equity shares of face value of Rs. 10 each.

(iii) For all the conversions made as above after April 16, 2024, Bonus Shares were also issued in the ratio of 1:1.

Note: 25 - Contingent Liability & Capital Commitments

a) Contingent Liability

Income Tax Matter amounting of Rs. 0.24 crores

b) Company do not have any Capital Commitments for the year under audit.

Note: 26 - Segment Reporting

In the context of reporting business / geographical segment as required by lnd AS 108 - "Operating Segments", the Company''s operations comprise of mainly one business segment -Trading of Food Products . Hence, there is no reportable segment as per Ind AS 108.

Revenue from major customers

The Company is reliant on revenues from transactions with single external customer and receive 10% or more of its revenues from transactions with single external customer. The total revenue from such customer is as below:

Note: 29 - Other Statutory Information

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

(ii) The Company does not have any transactions with companies struck off.

(iii) The Company does not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory period, except with Axis Bank for Hyp. of Car.

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

^(v) The Company have not received any fund from any persons or entities, 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 (b) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries,

(vi) The Company has not advanced or loaned or invested funds to any other persons or entities, 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.

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

(viii) The borrowings obtained by the company form banks and financial institutions have been applied for the purposes for which such loans were taken.

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

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

(xi) The company has complied with the number of layers prescribed under clause (87) of section 2 of the act read with Companies (Restriction of number of layers ) Rules 2017

Note: 30

There is no significant event after the reporting date that require disclosure in these financial statements.

Note: 31

The provision of Section 135 of the Companies Act 2013, is not applicable to the Company for the year as Profits of the company are below limits.

Note: 32

Trade Payables, Trade Receivables, Short Term Loans and Advances are subject to confirmation/reconciliation. Further, in the opinion of Board, any of the assets other than fixed assets have a value on realisation in the ordinary course of business at least equal to the amount at which they are stated.

Note: 35 - Financial Risk Management

In the course of its business, the Company is exposed to market risk. This note presents the Company’s objectives, policies and processes for managing its financial risk.

(I) Market Risk

(a) Interest rate risk

Interest rate risk refers to risk that the fair value of future cash flows of a financial instrument may fluctuate because of changes in market interest rates. There are no significant borrowings as at the balance sheet date

(b) Price risk

Price risk refers to risk that the fair value of a financial instrument may fluctuate because of the change in the market price. The Company is not exposed to the price risk mainly from investment in equity instruments.

(c) Foreign currency risk

Foreign currency risk refers to risk that the fair value of future cash flows of an exposure may fluctuate due to change in the foreign exchange rates. The Company is exposed to foreign currency risk arising out of transactions in foreign currency. Foreign exchange risks are managed in accordance with Company’s established policy for foreign exchange management.

(a) During the year ended 31 March 2024, the company acquired Nurture Well LLC , Sharjah, United Arab Emirates,registered with Sharjah Media City-Free Zone Authority (a Wholly Owned Subsidiary)) on 30th May, 2023. The said foreign subsidiary , have been transferred to M/s Nurture Well Foods Private Limited (a wholly owned subsidiary of the company) at cost and accordingly foreign subsidiary has become step-down subsidiary of the company .

(b) The Board of Directors of the Company on May 5, 2023 had approved acquisition of up to 50,000 equity shares of Nurture Well Foods Private Limited (a wholly owned subsidiary of the company) for a total purchase consideration of Rs. 0.05 crores at a price of INR 10 per equity share. Nurture Well Foods private Limited acquired a running plant of biscuit manufacturing during the year. Further the board of directors of the company approved the further acquisition of 12,500 equity shares for a total consideration of Rs. 74.95 crores during the year through conversion of loan on 26 march 2024.

(c) Other investments represents the loan granted to Nurturewell Foods Private Limited which is convertible into equity at the option of the Company.

(c) The Company has only one class of equity shares having a par value of Rs 10/- per share. Each holder of equity shares is entitled to one vote per share. The holders of Equity Shares are entitled to receive dividends as declared from time to time. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting. In the event of liquidation of the company, the holders of equity shares will be entitled to receive remaining assets of the company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders.

(f) During the year, the Company has issued and allotted 33,22,441 equity shares, of Rs. 10 each, on Preferential allotment basis at an issue price of Rs. 170 per share, to the Promoter/ Non-promoter group of the Company and certain identified non-promoter persons / entity, upon receipt of 100% of the issue price (i.e. Rs. 170 per share) as share subscription money on date of allotment i.e. 19 September 2023. As a result of such allotment, the paid-up equity share capital of the Company has increased by 33,22,441 equity shares of face value of Rs. 10 each.

(g) During the year, the Company has issued and allotted 24,43,000 share warrants, each convertible into one equity share of Rs. 10 each, on Preferential allotment basis at an issue price of Rs. 170 per warrant, to the Promoter/ Non-promoter group of the Company and certain identified non-promoter persons / entity, upon receipt of 25% of the issue price (i.e. Rs. 42.50 per warrant) as warrant subscription money. Balance 75% of the issue price (i.e. Rs. 127.50 per warrant) shall be payable within 18 months from the date of allotment i.e. 19 September 2023, at the time of exercising the option to apply for fully paid-up equity share of Rs. 10 each of the Company, against each warrant held by the warrant holder

Subsequently, the Company upon receipt of balance 75% of the issue price (i.e., Rs. 127.50 per warrant) for 1,00,000 warrants, has allotted equal no. of fully paid-up equity shares against conversion of said warrants exercised by the warrant holder. As a result of such allotment, the paid-up equity share capital of the Company has increased by 1,00,000 equity shares of face value of Rs. 10 each. For the remaining 23,43,000 warrants, the respective allottees have not yet exercised their option for conversion of the warrants into equity shares and accordingly, balance 75% money towards such remaining warrants is yet to be received.

(h) During the year, the Company has further issued and allotted 20,50,000 share warrants, each convertible into one equity share of Rs. 10 each, on Preferential allotment basis at an issue price of Rs. 366 per warrant, to the Promoter/ Non-promoter group of the Company and certain identified non-promoter persons / entity, upon receipt of 25% of the issue price (i.e. Rs. 91.50 per warrant) as warrant subscription money. Balance 75% of the issue price (i.e. Rs. 274.50 per warrant) shall be payable within 18 months from the date of allotment i.e.9 January 2024, at the time of exercising the option to apply for fully paid-up equity share of Rs. 10 each of the Company, against each warrant held by the warrant holder

Subsequently, the Company upon receipt of balance 75% of the issue price (i.e., Rs. 274.50 per warrant) for 13,75,000 warrants, has allotted equal no. of fully paid-up equity shares against conversion of said warrants exercised by the warrant holder. As a result of such allotment, the paid-up equity share capital of the Company has increased by 13,75,000 equity shares of face value of Rs. 10 each. For the remaining 6,75,000 warrants, the respective allottees have not yet exercised their option for conversion of the warrants into equity shares and accordingly, balance 75% money towards such remaining warrants is yet to be received.

Note: 26 - Contingent Liability & Capital Commitments

a) Contingent Liability

Disputed amount of Rs. 19,32,805 regarding interest on income tax for assessment year of 1995-96 to 1997-98 under Income Tax Act,1961

b) Company do not have any Capital Commitments for the year under review.

Note: 27 - Segment Reporting

In the context of reporting business / geographical segment as required by lnd AS 108 - "Operating Segments", the Company''s operations comprise of mainly one business segment -Trading of Food Products . Hence, there is no reportable segment as per Ind AS 108.

Note : 28 Employee Benefits

As all employees on roll of the company are recruited only during the year and also the establishment cost is not material , the company does not see any material gratuity liability in immediate future. Accordingly the company has not carried out actuarial valuation at balance sheet date.

Employer Contribution to Provident Fund and ESI are charged to Profit and Loss account.

Note: 30 - Other Statutory Information

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

(ii) The Company does not have any transactions with companies struck off.

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

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

(v) The Company have not received any fund from any persons or entities, 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 (b) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries,

(vi) The Company has not advanced or loaned or invested funds to any other persons or entities, 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.

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

(viii) The borrowings obtained by the company form banks and financial institutions have been applied for the purposes for which such loans were taken.

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

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

(xi) The company has complied with the number of layers prescribed under clause (87) of section 2 of the act read with Companies (Restriction of number of layers ) Rules 2017

Note: 31

There is no significant event after the reporting date that require disclosure in these financial statements.

Note: 32

The provision of Section 135 of the Companies Act 2013, is not applicable to the Company for the year as Profits of the company are below limits.

Note: 33

Trade Payables, Trade Receivables, Short Term Loans and Advances are subject to confirmation/reconciliation. Further, in the opinion of Board, any of the assets other than fixed assets have a value on realisation in the ordinary course of business at least equal to the amount at which they are stated.

Note: 34

Foreign Exchange earnings US$ 9,23,779 (Rs. 7.67 crores) , Foreign Exchange outgo during the year is US$ 9,19,648 (Rs. 7.64 crores). In previous year, Foreign Exchange were nil .

Note: 35 - Financial Risk Management

In the course of its business, the Company is exposed to market risk. This note presents the Company’s objectives, policies and processes for managing its financial risk.

(I) Market Risk

(a) Interest rate risk

Interest rate risk refers to risk that the fair value of future cash flows of a financial instrument may fluctuate because of changes in market interest rates. There are no significant borrowings as at the balance sheet date

(b) Price risk

Price risk refers to risk that the fair value of a financial instrument may fluctuate because of the change in the market price. The Company is not exposed to the price risk mainly from investment in equity instruments.

(c) Foreign currency risk

Foreign currency risk refers to risk that the fair value of future cash flows of an exposure may fluctuate due to change in the foreign exchange rates. The Company is exposed to foreign currency risk arising out of transactions in foreign currency. Foreign exchange risks are managed in accordance with Company''s established policy for foreign exchange management.

1. Contingent Liability 31.03.2014 31.03.2014 Rs./Million Rs./Million

In respect of demand from various government authorities regarding following dues:

(a) Disputed custom & central excise duty 66.533 66.533 (refer other note no. 3)

(b) Income Tax interest demand for AY 1995-96 to1997-98 1.932 1.932 (refer other note no.4a)

(c) Income Tax Demand AY 1998-99 1.763 1.763 (refer other note no.4b)

(d) Amount Payable to HARTRON (Haryana State Electronic 8.423 8.423 Development Corp.) for buyback of equity shares in terms of Arbitral award. Simple Interest @ 9% p.a. to be paid in Addition w.e.f. 01.11.2000. (Refer other note no. 5)

(e) Bank Guarantee 0.450 0.450

2. Changes in Capital during the year 2008-09

As per rehabilitation scheme (SS-08) for revival of the company sanctioned by Board for Industrial Financial Reconstruction (BIFR), the company restructured its share capital in the year 2008-2009 as under:

a) Reduction in paid up equity share capital by 90% as result of which paid up value of one equity share was reduced from Rs 10 to Rs 1.

Further to above, 10 equity shares of Re. 1 each were consolidated to one equity share of Rs. 10 each, resulting in reduction of 10,318,100 equity shares to 1,031,810 equity shares.

b) Preferential issue to strategic investor and promoters of 3,111,600 equity shares and 638,100 equity shares respectively.

3. The company has applied for permission to exit from EOU scheme vide its letter dated 01 July 2010 in response of which it was directed by Development Commissioner, Noida Special Economic Zone vide letter no.1-7/92/100%EOU/5261 dated 15th July 2010 to obtain no dues certificate from Central Excise and Custom Department in respect of benefits taken for 100% EOU since inception of the company.

In response to above, Central Excise department has served a show cause notice no VIII (B) Cus/R/VIIIA/GGN/11/02/Pt. ii/15777 dated 11th February 2011 directing the company to deposit Rs. 66.533 million towards Custom & Central Excise Duty foregone on raw materials and capital goods. The said payment is disputed by the Company and has been shown a contingent liability.

4. (a) Income Tax dues for assessment year 1995-96 to 1997-98 are of Rs 3,932,005 as per the orders of ITAT/ Honorable Delhi High Court against which liability for Rs 2,000,000 has been accounted for as per BIFR rehabilitation Sanction Scheme dated 27th March, 2008 and for the remaining sum of Rs 1,932,005, which is on account of interest, waiver has been sought from CBDT. (b) Income tax demand of Rs. 1,762,756 for assessment year 1998-99 is under appeal before ITAT and has been shown a contingent liability as the company is hopeful for a favorable decision.

5. Haryana State Electronic Development Corporation (HARTRON) has invested Rs 4.400 million as per Assisted Sector Agreement dated 5th June,1991 by way of equity of Integrated Technologies Limited with the condition that the company will buy back this equity after expiry of 5 years from the date of commercial production or at the expiry of 7 years; whichever is earlier.

The Arbitrator had passed the Arbitral Award dated 25th April, 2003 in favour of HARTRON and determined payable amount Rs 8,423,135 with interest @12% p.a. w.e.f 1.11.2000. Award was challenge by the company in District Court which was dismissed. In the company''s further appeal (FAO 1197 of 2009) to Honorable High Court, Chandigarh, the payment to HARTRON was upheld but at a reduced interest rate of 9% p.a. w.e.f 1.11.2000.

The company''s special leave petition to Honorable Supreme Court against the above judgment dated 18.05.2011 of Honorable High Court, Chandigarh has been dismissed on 25.11.2011.

The company is hopeful of a favorable settlement of the issue of which the amount presently is not ascertainable and accordingly, it has been shown a contingent liability.

6. In the opinion of the management, there is no taxable profit for current year. Accordingly, no provision for income tax has been made.

7. No amount is payable to small scale industrial undertakings under MSMED Act, as per information available with the company.

8. In the opinion of the Management, The Payment of Gratuity Act, 1972 is not applicable to the company, since no employee has completed 5 years of uninterrupted service and therefore no provision for gratuity is made.

9. Certain debit/credit balances are subject to confirmation/reconciliation and consequential adjustment, if any required.

10. In the opinion of the management, current assets shall have a value on realization in the ordinary course of business at least equal to the amount at which they are stated in the balance sheet.

11. Related Party Disclosure

In compliance of Accounting Standard 18 on "Related Party Disclosure" issued by the ICAI, the details pertaining to related party disclosure are as follows:

Following are the Related Parties as per AS-18

(A) Particulars of Subsidiaries/Holding/Associate Companies Bubble Softsolutions Private Limited

(B) Key Management Personnel

Name Designation

Mr. Rajeev Bali Managing Director

(C) Relative of Key Management Personal

Smt. Krishna Bali

(D) Enterprise over which any person described in (B) or (C) is able to exercise Significant influence.

Bubble Softsolutions Private Limited Director Mrs. Krishna Bali

ITL Systems and Networks Mr. Rajeev Bali (Proprietor)

12. Segment Reporting

The company is engaged in the business of manufacturing of Printed Circuit Boards (PCB''s). Accordingly, these financial statements are reflective of the information required by the Accounting Standard -17 for professional grade printed circuit boards segment.

13. Figures for the previous year have been regrouped / rearranged, wherever considered necessary.

1. Contingent Liability

31.03.2013 31.03.2012 Rs/Million Rs /Million

In respect of demand from various government authorities regarding following dues:

(a) Disputed custom & central excise duty 66.533 66.533 (refer other note no. 3)

(b) Income Tax interest demand for AY 1995-96 to1997-98 1.932 1.932 (refer other note no.4a)

(c) Income Tax Demand AY 1998-99 (refer other note no.4b) 1.763 1.763

(d) Amount payable to HARTRON (Haryana

State Electronic Development Corp.) for 8.423 8.423 buyback of equity shares in terms of Arbitral award (refer other note no.5)

(e) Bank Guarantee 0.450 0.450

2. Changes in Capital during the year 2008-09

As per rehabilitation scheme (SS-08) for revival of the company sanctioned by Board For Industrial Financial Reconstruction (BIFR), the company restructured its share capital in the year 2008-2009 asunder:

a) Reduction in paid up equity share capital by 90% as result of which paid up value of one equity share was reduced from Rs 10 to Re. 1.

Further to above , 10 equity shares of Re 1 each were consolidated to one equity share of Rs 10 each, resulting in reduction of 1,03,18,100 equity shares to 10,31,810 equity shares.

b) Preferential issue to strategic investor and promoters of 31,11,600 equity shares and 6,38,100 equity shares respectively.

3. The company has applied for permission to exit from EOU scheme vide its letter dated 01 July 2010 in response of which it was directed by Development Commissioner, Noida Special Economic Zone vide letter no. 1-7/92/100%EOU/5261 dated 15th July 2010 to obtain no dues certificate from Central Excise and Custom Department in respect of benefits taken for 100% EOU since inception of the company.

In response to above, Central Excise department has served a show cause notice no VIII (B) Cus/R/VIIIA/GGN/11/02/Pt. ii/15777 dated 11th February 2011 directing the company to deposit Rs. 66.533 million towards custom & central excise duty foregone on raw materials and capital goods. The said payment is disputed by the Company and has been shown a contingent liability.

4. (a) Income Tax dues for assessment year 1995-96 to 1997-98 are of Rs 3,932,005 as per the orders of ITAT/Honorable Delhi High Court: against which liability for Rs 2,000,000 has been accounted for as per BIFR rehabilitation sanction scheme dated 27th March 2008 and for the remaining sum of Rs 1,932,005, which is on account of interest, waiver has been sought from CBDT.

b) Income tax demand of Rs. 1,762,756 for assessment year 1998-99 is under appeal before ITAT and has been shown a contingent liability as the company is hopeful for a favourable decision.

5. Haryana State Electronic Development Corporation (HARTRON) has invested Rs 4.400 million as per Assisted Sector Agreement dated 5th June 1991 by way of equity of Integrated Technologies Limited with the condition that the company will buy back this equity after expiry of 5 years from the date of commercial production or at the expiry of 7 years; whichever is earlier.

The Arbitrator had passed the Arbitral Award dated 25th April 2003 in favour of HARTRON and determined payable amount Rs 8,423,135 with interest @12% p.a. w.e.f 1.11.2000. Award was challenge by the company in district courts which was dismissed. In the company''s further appeal (FAO 1197 of 2009) to Honorable High Court, Chandigarh, the payment to HARTRON was upheld but at a reduced interest rate of 9% p.a. w.e.f 1.11.2000.

The company''s special leave petition to Honorable Supreme Court against the above judgment dated 18.05.2011 of Honorable High Court; Chandigarh has been dismissed on 25.11.2011. The company is hopeful of a favorable settlement of the issue of which the amount presently is not ascertainable and accordingly, it has been shown a contingent liability.

6. In the opinion of the management, there is no taxable profit for current year as the same would be set off against unabsorbed depreciation and losses of earlier years. Accordingly, no provision for income :ax has been made.

7. No amount is payable to small scale industrial undertakings under MSMED Act, as per information available with the company.

8. In the opinion of the Management, the Gratuity Act, 1972 is not applicable to the company, since no employee has completed 5 years of uninterrupted service and therefore no provision for gratuity is made.

9. Certain debit/credit balances are subject to confirmation/reconciliation and consequential adjustment, if any required.

10. In the opinion of the management, current assets shall have a value on realization in the ordinary course of business at least equal to the amount at which they are stated in the balance sheet.

11. Related Party Disclosure

In compliance of Accounting Standard -18bn "Related Party Disclosure" issued by the ICAI, the details pertaining to related party disclosure are as follows:

Following are the Related Parties as per AS-18

(A) Particulars of Associate Companies / Strategic Investor Bubble Softsolutions Private Limited

(B) Key Management Personnel

Name Designation

Mr. Rajeev Bali Managing Director

(C) Relative of Key Management Personal

Smt Krishna Bali

(D) Enterprise over which any person described In (B) or (C) Is able to exercise significant influence.

Bubble Softsolutions Private Limited Director Mrs. Krishna Bali

ITL Systems and Networks Mr. Rajeev Bali (Proprietor)

Detail of Transactions

Related parties defined under Clause 3 of AS-18 "Related Party Disclosure" has been identified on the basis of representation made by managerial personnel and information available with the company.

12. Segment Reporting

The company is engaged in the business of manufacturing of Printed Circuit Boards (PCB''s). Accordingly, these financial statements are reflective of the information required by the Accounting Standard -17 for professional grade printed circuit boards segment.

13. Figures for the previous year have been regrouped / rearranged, wherever considered necessary.

1. Changes in Capital during the year 2008-09

As per rehabilitation scheme (SS-08) for revival of the company sanctioned by Board For Industrial Financial Reconstruction (BIFR), the company restructured its share capital in the year 2008-2009 as under:

a) Reduction in paid up equity share capital by 90% as result of which paid up value of one equity share was reduced from Rs 10 to Re. 1.

Further to above , 10 equity shares of Re 1 each were consolidated to one equity share of Rs 10 each, resulting in reduction of 1,03,18,100 equity shares to 10,31,810 equity shares.

b) Preferential issue to strategic investor and promoters of 31,11,600 equity shares and 6,38,100 equity shares respectively.

2. The accumulated losses are more than 50 % of the Net Worth of the company. Further, the company has incurred cash loss during the year ended 31st March 2012 of Rs 2.83 lacs. The company has incurred cash loss of Rs 85.02 lacs in the immediately preceding financial year. in the view of the management reference to the same is presently not required as per provisions of Sick Industrial Companies Act(SICA).

3. The company has applied for permission to exit from EOU scheme vide its letter dated 01 July 2010 in response of which it was directed by Development Commissioner, Noida Special Economic Zone vide letter no.1-7/92/100%EOU/5261 dated 15th July 2010 to obtain no dues certificate from Central Excise and Custom Department in respect of benefits taken for 100% EOU since inception of the company.

In response to above, Central Excise department has served a show cause notice no VIII (B) Cus/R/VIIIA/GGN/11/02/Pt. ii/15777 dated 11th February 2011 directing the company to deposit Rs 665.33 lacs towards custom & central excise duty foregone on raw materials and capital goods. The said payment is disputed by the company and has been shown a contingent liability.

4. (a) Income Tax dues for assessment year 1995-96 to 1997-98 are of Rs 39,32,005 as per the orders of ITAT/Honourable Delhi High Court: against which liability for Rs 20,00,000 has been accounted for as per BIFR rehabilitation sanction scheme dated 27th March 2008 and for the remaining sum of Rs 19,32,005, which is on account of interest, waiver has been sought from CBDT.

(b) Income tax demand of Rs 17,62,756 for assessment year 1998-99 is under appeal before ITAT and has been shown a contingent liability as the company is hopeful for a favourable decision.

5. Haryana State Electronic Development Corporation (HARTRON) has invested Rs 44 lacs as per Assisted Sector Agreement dated 5th June 1991 by way of equity of Integrated Technologies Limited with the condition that the company will buy back this equity after expiry of 5 years from the date of commercial production or at the expiry of 7 years from the date of incorporation of the Company, whichever is earlier.

The Arbitrator had passed the Arbitral Award dated 25th April 2003 in favour of HARTRON and determined payable amount Rs 84,23,135 with interest @12% p.a. w.e.f 1.11.2000. Award was challenge by the company in district courts which was dismissed. In the company''s further appeal (FAO 1197 of 2009) to Honorable High Court, Chandigarh, the payment to HARTRON was upheld but at a reduced interest rate of 9% p.a. w.e.f 1.11.2000.

The company''s special leave petition to Honorable Supreme Court against the above judgment dated 18.05.2011 of Honorable High Court, Chandigarh has been dismissed on 25.11.2011. The company is hopeful of a favourable settlement of the issue of which the amount presently is not ascertainable and accordingly, it has been shown a contingent liability.

6. The company has entered during the year an agreement to sell its land and building and received an advance of Rs 4,50,00,000 from the prospective buyer. Pending execution of the conveyance deed and handing over the possession, the said advance is shown in note no. 5 of "other current liabilities".

7. No amount is payable to small scale industrial undertakings under MSMED Act, as per information available with the company.

8. In the opinion of management the Gratuity Act, 1972 is not applicable to the company, since noemployee has completed 5 years of uninterrupted service and therefore no provision for gratuity is made.

9. Addition to land of Rs 115,65,851 ( previous year Rs Nil) is on account of 50% internal & external development charges paid by the company to HSIDC . Remaining 50% are payable in four yearly installments with 15% p.a. simple interest and have been agreed to be borne by the buyer of land.

10. Certain debit/credit balances are subject to confirmation/reconciliation and consequential adjustment, if any required.

11. In the opinion of the management, current assets shall have a value on realization in the ordinary course of business at least equal to the amount at which they are stated in the balance sheet.

12. Related Party Disclosure

In compliance of Accounting Standard –18 on "Related Party Disclosure" issued by the ICAI, the details pertaining to related party disclosure are as follows:

Following are the Related Parties as per AS-18

(A) Particulars of Associate Companies / Strategic Investor

Bubble Softsolutions Private Limited

(B) Key Management Personnel

Name Designation

Mr. Rajeev Bali Managing Director

(C) Relative of Key Management Personal

Smt Krishna Bali

(D) Enterprise over which any person described in (B) or (C) is able to exercise significant influence.

Bubble Softsolutions Private Limited Director Mrs. Krishna Bali

ITL Systems and Networks Mr. Rajeev Bali (Proprietor)

13. Segment Reporting

The company is engaged in the business of manufacturing of Printed Circuit Boards (PCB''s). Accordingly, these financial statements are reflective of the information required by the Accounting Standard -17 for professional grade printed circuit boards segment.

1.Segment Reporting:

The company is engaged in the business of manufacturing of Printed Circuit Boards (PCB's). Accordingly, these financial statements are reflective of the information required by the Accounting Standard -17 for professional grade printed circuit boards segment.

2. Related Party Disclosure

In compliance of Accounting Standard -18 on "Related Party Disclosure" issued by the ICAI, the details pertaining to related party disclosure are as follows: Related parties defined under Clause 3 of AS-18 "Related Party Disclosure" have been identified on the basis of representation made by managerial personnel and information available with the company.

3. Deferred Tax Assets

Provision for Deferred Tax Assets as per Accounting Standard 22, issued by the Institute of Chartered Accountants of India has been recognized as Follows:

4. The Company could not work out the figures for creditors under MSMED Act, due to non availability of information from the creditors.

5. Contingent Liability

31.03.11 31.03.10

Rs/Lacs Rs/Lacs

In respect of demand from various government authorities regarding following dues:

(a) Show cause notice issued by

Excise department

For NFE (Net Foreign Earnings) 620.00 0.00

(b) Income Tax Demand AY 1998-99 17.63 17.63

(c) Amount payable to HARTRON(Haryana

State Electronic Development Corp.) for 84.23 0.00 buyback of equity shares in terms of Arbitral award.

6. The Company has been granted an extension of utilization period of advance DTA sale upto 22nd September 2010 vide letter no F-NO.1-7/92-100% EOU dated 22nd December 2009 by Noida Special Economic Zone Govt. of India, Ministry of Commerce and Industry Department of Commerce. The company has applied for permission to exit from EOU scheme vide letter dated 1st July 2010. The company has been directed by development commissioner Noida Special Economic Zone Vide letter no1-7/92/100%EOU/5261 dated 15th July 2010 to obtain no dues from Central Excise and Custom Department for all applicable benefits taken for 100%EOU since the inception of the company.

In response to above central excise department has served a show cause notice vide letter no VIII(B)CUST/R/VIIIA/GGN/1102/PT11 dated 11th February 2011directing the Company to deposit Rs 620 lacs. The Company has gone in appeal; the said amount is shown as contingent liability.

7. Haryana State Electronic Development Corporation (HARTRON) has invested Rs 44 lacs as per sector assisted agreement dated 5th June 1991 by way of equity of Integrated Technologies Limited with the condition that the Company will buyback those equity after the expiry of a period of 5 years from the date of commercial production by the company or at the expiry of a period of 7 years whichever is earlier.

The Arbitrator had passed the Arbitral Award dated 25th April 2003 in favour HARTRON. The Award was challenge by the Company which was dismissed. The Company made further appeals (FAO 1197 of 2009) in Honorable High Court Chandigarh for setting aside the impunged order dated 25th April 2003 passed by the arbitrator.

HARTRON vide letter no SO (Admin)II. 2011. 7713. Dated 5th August 2011 directed the company to pay Rs 84,23,135/- along with interest @ 9% p.a. from 1st November 2000 till the date of making the payment to HARTRON along with payment of Arbitrator cost of Rs 15,000/-. The Company has not challenged the award till date. The said amount has been shown Contingent liability in the accounts.

8. The income tax assessment for the year 1998-99 is pending before the High Court for regular demand of Rs 17.63 Laks. A penalty of Rs 17.96 has been imposed on the Company for which an appeal has been preferred to the Commissioner of Income Tax (Appeals), where the Company's appeal was upheld. The department has accordingly preferred an appeal to the High Court for the assessment year 2004-2005. In the view of the management no provision is required on these cases.

The demand for the assessment year 1998-1999 for Rs 17.63 laks has been shown as contingent liability.

9. Changes in Capital during the year 2008-09:

As per rehabilitation scheme (SS-08) for revival of the company sanctioned by Board For Industrial Financial Reconstruction (BIFR), the company restructured its share capital in the year 2008-2009 as under:

a) Reduction in paid up equity share capital by 90% as result of which paid up value of one equity share was reduced from Rs 10 to Re. 1.

Further to above 10 equity share of Re 1 each was consolidated to one equity share of Rs 10 each, resulting in 1,03,18,100 equity shares were reduced to 10,31,810 equity shares.

b) Preferential issue to strategic investor and promoters of 31,11,600 equity shares and 6,38,100 shares respectively.

10. In the opinion of management the Gratuity Act, 1972 is not applicable to the Company, since no employee of the Company has completed 5 years of uninterrupted period of service.

11. The accumulated losses are more than 50 % of the Net Worth of the company. Further, the Company has incurred cash loss during the year ended 31st March 2011 of Rs 85.05 lacs. The Company has incurred cash loss of Rs 82.91 lacs in the immediately preceding financial year. in the view of the management reference to the same is presently not required as per provisions of Sick Industrial Companies Act ( SICA).

12. Figures for the previous year have been regrouped / rearranged, wherever found necessary. Figures in bracket re-present the previous year figures.

13. Schedule 1 to 13 forms an integral part of the balance sheet and profit and loss account.

1.Segment Reporting:

The company is engaged in the business of manufacturing of Printed Circuit Boards (PCBs). Accordingly, these financial statements are reflective of the information required by the Accounting Standard -17 for professional grade printed circuit boards segment.

2. Related Party Disclosure

In compliance of Accounting Standard –18 on "Related Party Disclosure" issued by the ICAI, the details pertaining to related party disclosure are as follows:

Following are the Related Parties as per AS-18

(A) Particulars of Subsidiaries/Associate Companies: Nil

(B) Key Management Personnel:

Name Designation

Mr. Rajeev Bali Managing Director

(C) Relative of Key Management Personal

Smt Krishna Bali Mother of Managing Director



(D) Enterprise over which any person described in (B) or (C) is able to exercise Significant influence.

Bubble Softsolutions Private Limited Director Mrs. Krishna Bali

ITL Systems and Networks Mr. Rajeev Bali (Proprietor)

WM Bali HUF Karta Mr Rajeev Bali

3. Deferred Tax Assets Provision for Deferred Tax Assets as per Accounting Standard 22, issued by the Institute of Chartered Accountants of India has been recognized as Follows: In respect of Assessment Year 2004-05, Carried Forward Business Loss and Unabsorbed Depreciation was not taken into consideration in earlier years as the matter was pending in Appeal before Honble ITAT. The Honble ITAT has set aside the said order and remanded the case to the Assessing Officer. Accordingly Carried Forward Business Loss of Rs 26,613,738/-and Unabsorbed Depreciation of Rs 21,894,640 /- has now taken into consideration for calculating Deferred Tax Assets/ Liabilities.

4. Figures for the previous year have been regrouped / rearranged, wherever found necessary. Figures in bracket re-present the previous year figures. 10. Schedule 1 to 12 forms an integral part of the balance sheet and profit and loss account