Notes to Accounts of Centrum Capital Ltd.

Mar 31, 2025

n. Provisions, Contingent liabilities and Contingent
assets [refer note 20 and 36]

A provision is recognized when an enterprise has a
present obligation (legal or constructive) as a result of
past event; it is probable that an outflow of resources will
be required to settle the obligation, in respect of which a
reliable estimate can be made. Provisions are 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.
These are reviewed at each balance sheet date and
adjusted to reflect the current best estimates.

A contingent liability is a possible obligation that arises
from past events whose existence will be confirmed
by the occurrence or non-occurrence of one or
more uncertain future events beyond the control
of the Company or a present obligation that is not
recognized because it is not probable that an outflow
of resources will be required to settle the obligation. A
contingent liability also arises in extremely rare cases
where there is a liability that cannot be recognized
because it cannot be measured reliably. The Company
does not recognize a contingent liability but discloses
its existence in the financial statements.

Contingent assets are neither recognized nor
disclosed in the Financial Statements.

o. Earnings per share [refer note 34]

Basic earnings per share is computed by dividing
the net profit after tax attributable to the equity
shareholders for the year by the weighted average
number of equity shares outstanding for the year.

Diluted earnings per share reflect the potential dilution
that could occur if securities or other contracts to issue
equity shares were exercised or converted during
the year. Diluted earnings per share is computed by
dividing the net profit after tax attributable to the
equity shareholders for the year by weighted average
number of equity shares considered for deriving basic
earnings per share and weighted average number
of equity shares that could have been issued upon
conversion of all potential equity shares.

p. Employee stock option scheme (ESOP) [refer note 42]

Equity-settled share-based payments to employees
and others providing similar services that are granted
by the ultimate parent Company are measured by

reference to the fair value of the equity instruments at
the grant date. The fair value determined at the grant
date of the equity-settled share-based payments is
expensed over the vesting period, based on the
Company''s estimate of equity instruments that will
eventually vest, with a corresponding increase in equity.

At the end of each reporting period, the Company
revises its estimate of the number of equity
instruments expected to vest. The impact of the
revision of the original estimates, if any, is recognised
in profit or loss such that the cumulative expense
reflects the revised estimate, with a corresponding
adjustment to the ''Share Option Outstanding Account''
under other Equity. In cases where the share options
granted vest in instalments over the vesting period,
the Company treats each instalments as a separate
grant, because each instalment has a vesting period,
and hence the fair value of each instalment differs. In
situation where the stock option expires unexercised,
the related balance standing to the credit of the
Employee Share Options Outstanding Account is
transferred within equity.

q. Exceptional Items

Certain occasions, the size, type or incidence of
an item of income or expense, pertaining to the
ordinary activities of the Company is such that its
separate disclosure improves the understanding
of the performance of the Company is such that its
separate disclosure improves the understanding
of the performance of the Company, such income
or expense is classified as an exceptional item
and accordingly, disclosed separately in the notes
accompanying to the financial statements.

r. Statement of cash flows

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

Cash and cash equivalents (including bank balances)
shown in the Statement of cash flows exclude items
which are not available for general use as at the date
of balance sheet.

s. Segment reporting [refer note 47]

Identification of segments

Operating Segments are identified based on
monitoring of operating results by the Chief Operating
Decision-Maker (CODM) separately for the purpose
of making decision about resource allocation and
performance assessment. Segment performance is
evaluated based on profit or loss, and is measured
consistently with profit or loss of the Company.
Operating Segment is identified based on the nature of
products and services, the different risks and returns,
and the internal business reporting system.

Segment policies

The Company prepares its segment information in
conformity with the accounting policies adopted for
preparing and presenting the financial statements of
the Company as a whole.

Common allocable costs are allocated to each
segment according to the relative contribution of each
segment to the total common costs.

Unallocated Corporate Items include general
corporate income and expenses, which are not
attributable to segments.

t. Recent Accounting Policies

Ministry of Corporate Affairs ("MCA”) notifies new
standards or amendments to the existing standards
under Companies (Indian Accounting Standards)
Rules as amended from time to time. For the year
ended March 31, 2025, MCA has notified Ind -AS 117
Insurance Contracts and amendments to Ind-AS 116
Leases, relating to sale and leaseback transactions,
applicable to the Company w.e.f. April 1, 2024. The
Company has reviewed the new pronouncements and
based on its evaluation has determined that the new
pronouncement is not applicable to the Company.

No interest has been paid/ is payable by the Company during the year to ''Suppliers'' registered under the Micro, Small and Medium
Enterprises Development Act, 2006. The aforementioned is based on the responses received by the Company to its inquiries with
suppliers with regard to applicabilities under the said Act.

Trade Payables includes Nil'' (Previous year Nil'') payable to "Suppliers” registered under the Micro, Small and Medium Enterprises
Development Act, 2006. Interest paid by the Company during the year to "Suppliers” registered under this Act is Nil (Previous year Nil'').
The aforementioned is based on the responses received by the Company to its inquiries with suppliers with regard to applicability
under the said Act.

i) . The above mentioned debentures are secured, unlisted and unrated, non-convertible, Non-cumulative, principal

protected, market-linked debentures carrying variable interest rate which is linked to performance of specified indices
over the tenure of the debentures. Hence, the interest rate/range cannot be ascertained.

ii) . The Company has raised ? 4,229 lakhs (Previous year ? Nil lakhs) Secured, Redeemable, Unlisted, Un-rated, Non¬

convertible, Non-cumulative, Principal protected, Market linked debentures bearing a face value of ? 1,00,000 each by
way of private placement. The Asset Cover as at March 31,2025 exceeds hundred percent of the principal amount.

17.2 Non-convertible debentures (Unlisted) (Secured)

(i) Privately placed unlisted redeemable non-convertible debentures of 71,00,000 each
Terms of repayment

Notes :

i.) The above mentioned Debentures are Secured, Redeemable, Unlisted, Un-rated, Non-convertible, Non-cumulative,
Principal protected Nonconvertible debentures carrying variable interest rate.

ii). The Company has raised ? 4,958 lakhs (Previous year ? Nil) Secured, Redeemable, Unlisted, Un-rated, Non-convertible,
Non-cumulative,Principal protected Non- convertible debentures bearing a face value of ? 1,00,000 each by way of
private placement.The Asset Cover as at March 31,2025 exceeds hundred percent of the principal amount.

Nature of Security (17.1 and 17.2)

Secured by pari passu charge on specified investments held by Centrum Capital Limited.

Note 22 : EQUITY SHARE CAPITAL (Contd..)

22.2 Terms and rights attached to equity shares

The Company has issued only one class of equity shares having a par value of ?1 per share. Each holder of equity shares is
entitled to one vote per share. Any dividend proposed by the Board of Directors is subject to the approval of the shareholders in
the ensuing annual general meeting. The Company has not declared/ proposed any dividend in the current year.

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 if any. However, no such preferential amounts exists currently. The distribution will be
in proportion to the number of equity shares held by the shareholders.

23.1 Nature and purpose of other equity
Capital reserve

Capital reserve is created due to gift of 525,000 equity shares of Rap Media Limited.

Securities premium

Securities premium is used to record the premium on issue of shares. The reserve can be utilised in accordance with the provisions
of the Companies Act, 2013.

ESOP Trust reserve

The Centrum ESPS Trust is extension of Company''s financial statements. ESOP Trust reserve is retained earnings or accumulated
surplus represents total of all profits retained since Trust''s inception. Retained earnings are credited with current year profits or
reduced by losses

Treasury shares

The Centrum ESPS Trust is extension of Company''s financial statements. The Centrum ESPS trust are holding 1,29,22,234 number
of equity shares (Previous year 1,55,18,234) amounting to ? 1,560.54 lakhs (Previous year ? 1,885.04 lakhs)

Share options outstanding account

The Employee stock options outstanding represents amount of reserve created by recognition of compensation cost at grant
date fair value on stock options vested but not exercised by employees and unvested stock options in the Statement of profit and
loss in respect of equity-settled share options granted to the eligible employees of the Company and its subsidiaries in pursuance
of the Employee Stock Option Plan.

General reserve

General reserve is a free reserve available for distribution subject to compliance with the Companies (Declaration and Payment of
Dividend) Rules, 2014.

Equity instruments through Other Comprehensive Income

The Company has elected to recognise changes in the fair value of certain investments in equity securities in other comprehensive
income. These changes are accumulated within the FVOCI equity investments reserve within equity. The Company transfers
amounts from this reserve to retained earnings then the relevant equity securities are derecognised.

Note 23 : OTHER EQUITY (Contd..)

Retained earnings

Retained earnings or accumulated surplus represents total of all profits retained since Company''s inception. Retained earnings
are credited with current year profits, reduced by losses, if any, dividend payouts, transfers to General reserve or any such other
appropriations to specific reserves.

Other Comprehensive Income (OCI)

This represents equity instruments carried at Fair Value Through OCI and remeasurement of employee benefits (gratuity and
post-retirement benefits).

32.2 : UNDISCLOSED INCOME

There have been no transactions which have not been recorded in the books of accounts that have been surrendered or disclosed
as income during the year ended March 31,2025 and March 31, 2024 in tax assessments under the Income tax act, 1961. There
have been no previously unrecorded income and related assets which were to be properly recorded in the books of accounts
during the year ended March 31,2025 and March 31,2024.

32.3 : DETAILS OF CRYPTO CURRENCY OR VIRTUAL CURRENCY

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

Note 34: EARNINGS PER SHARE (EPS)

Basic EPS is calculated by dividing the net profit/(loss) after tax for the year attributable to equity shareholders of Company by the
weighted average number of equity shares outstanding during the year.

Diluted EPS is calculated by dividing the net profit/(loss) after tax attributable to equity shareholders of Company (after adjusting for
interest on the convertible preference shares and interest on the convertible bond, in each case, net of tax) by the weighted average
number of equity shares outstanding during the year plus the weighted average number of equity shares that would be issued on the
conversion of all the dilutive potential ordinary shares into ordinary shares.

Note 35: EMPLOYEE BENEFITS PLANS

35.1 Defined contribution plans

A defined contribution plan is a pension plan under which the Company pays fixed contributions; there is no legal or constructive
obligation to pay further contributions. The assets of the plan are held separately from those of the Company in a fund under
the control of trustees. The Company makes Provident Fund contributions which are defined contribution plans for qualifying
employees. Under the Schemes, the Company is required to contribute a specified percentage of the payroll costs to
fund the benefits.

35.2 Defined benefit plans

The Company has a defined benefit gratuity plan in India (funded). The Company''s defined benefit gratuity plan is a final salary
plan for India employees, which requires contributions to be made to a separately administered fund. The gratuity plan is governed
by the Payment of Gratuity Act, 1972. Under the act, employee who has completed five years of service is entitled to specific
benefit. The level of benefits provided depends on the member''s length of service and last drawn salary.

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

The following tables summarise the components of net benefit expense recognised in the statement of profit or loss and the
funded status and amounts recognised in the balance sheet for the gratuity plan:

Note 37 : CAPITAL MANAGEMENT

The Company''s objectives when managing capital are to safeguard their ability to continue as a going concern, so that they can
continue to provide returns for shareholders and benefits for other stakeholders, and maintain an optimal capital structure to reduce
the cost of capital.

Capital Management

The primary objectives of the Company''s capital management policy are to ensure that the Company complies with externally imposed
capital requirements and maintains strong credit ratings and healthy capital ratios in order to support its business and to maximise
shareholder value.

The Company manages its capital structure and makes adjustments to it in light of changes in economic conditions and requirements
of the financial covenants. In order to maintain or adjust the capital structure, the Company may adjust the amount of dividend payment
to shareholders, return capital to shareholders or issue capital securities or sell assets to reduce debts. No changes have been made to
the objectives, policies and processes from the previous years. However, they are under constant review by the Board.

In order to maintain or adjust the capital structure, the Company may adjust the amount of dividends paid to shareholders, return
capital to shareholders, issue new shares or sell assets to reduce debt. The Company determines the capital requirement based on
annual operating plans and long-term and other strategic investment plans. The funding requirements are met through loans and
operating cash flows generated.

Note 40: LEASES

The company as a leases recognised Right of Use Asset and Lease Liability at the commencement date. The Right of Use Asset is
measured by applying cost model i.e. Right of Use Asset at cost less accumulated depreciation. Payments associated with short-term
leases are recognised on a straight-line basis as an expense in profit or loss. Short-term leases are leases with a lease term of 12
months or less.

The total cash outflow on account of lease rentals amounting for the current year ? 219.69 (previous year ? 120.00)

The Company does not face a significant liquidity risk with regard to its lease liabilities as the current assets are sufficient to meet the
obligations related to lease liabilities as and when they fall due.

Rental expense recorded for short term leases was ? 117.83 lakhs and ? 123.09 lakhs for the year ended March 31,2025 and March 31,
2024 respectively. There are no rental expense for low value assets or for any of variable lease payments for any of the reporting year.

The average lease term for the rented office premises is ranging between 1 to 5 years.

The fair value of financial instruments are classified into three categories i.e. Level 1,2 or 3 depending on the inputs used in the
valuation technique. The hierarchy gives the highest priority to quoted prices in active market for identical assets or liabilities (level
1measurements) and lowest priority to unobservable inputs (level 3 measurements).

The hierarchies used are as follows:

Level 1: The fair value of financial instruments traded in active markets is based on quoted market prices at the end of the reporting
period. The quoted market price used for financial assets held by the Company is the current bid price. These instruments are
included in level 1.

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

Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in level 3.
Notes:

For financial assets and financial liabilities that have a short-term maturity (less than twelve months), the carrying amounts, which
are net of impairment, are a reasonable approximation of their fair value. Such instruments include: cash and cash equivalents,
bank deposits, Trade receivables, debts and borrowings. Such amounts have been classified as Level 2 on the basis that no
adjustments have been made to the balances in the balance sheet.

There are no transfers between levels 1 and 2 during the year.

There are no transfers into or out of level 3.

Note 41 : FAIR VALUE MEASUREMENT (Contd..)

41.4 Valuation technique used to determine fair value

Specific valuation techniques used to value financial instruments include:

• the use of quoted market prices or dealer quotes for similar instruments and

• for other financial instruments - discounted cash flow analysis.

All of the resulting fair value estimates are included in level 2 except for unlisted equity securities, a contingent consideration
receivable and certain derivative contracts, where the fair values have been determined based on present values and the discount
rates used were adjusted for counterparty or own credit risk.

41.5 Valuation processes

The finance department of the company includes a team that performs the valuations of non-property items required for financial
reporting purposes, including level 3 fair values. This team reports directly to the Chief Financial Officer (CFO). Discussions of
valuation processes and results are held between the CFO and the valuation team at least once every six months, in line with the
Company''s half-yearly reporting periods.

The main level 3 inputs used by the Company are derived and evaluated as follows:

Discount rates for financial assets and financial liabilities are determined using a capital asset pricing model to calculate a pre-tax
rate that reflects current market assessments of the time value of money and the risk specific to the asset.

• Risk adjustments specific to the counterparties (including assumptions about credit default rates) are derived from credit
risk gradings determined by Company''s internal credit risk management group.

• Earnings growth factor for unlisted equity securities are estimated based on market information for similar types of companies.

• Contingent consideration - expected cash inflows are estimated based on the terms of the sale contract and the entity''s
knowledge of the business and how the current economic environment is likely to impact it.

Changes in level 2 and 3 fair values are analysed at the end of each reporting period during the half-yearly valuation discussion
between the CFO, Audit Committee and the valuation team. As part of this discussion the team presents a report that explains the
reason for the fair value movements.

Note 42: EMPLOYEE STOCK OPTION PLAN

The Company provides share-based payment to its employees. The Company has two employees Stock Option Schemes viz. CCL
Employee Stock Option Scheme 2017 and CCL Employee Stock Option Scheme 2018. However CCL Employee Stock Option Scheme
2018 is now stand cancelled/forfeited.

CCL Employee Stock Option Scheme 2017

The Scheme was approved by the Shareholders on August 31,2017 for grant of stock options and all the granted options shall vest with
the participant on the last day of the of 1st year from the Grant date.

The Company''s activities expose it to credit risk, liquidity risk and market risk. This note explains the sources of risk which the Company
is exposed to, how the Company manages the risk and the related accounting impact in the financial statements.

This note explains the sources of risk which the Company is exposed to and how the Company manages the risk and the impact of
hedge accounting in the financial statements.

The Company''s Board of Directors have overall responsibility for the establishment and oversight of the Company''s risk management
framework. The Board of Directors have established the Risk Management Committee, which is responsible for developing and
monitoring the Company''s risk management policies. The committee reports regularly to the Board of Directors on its activities.

The Company''s risk management policies are established to identify and analyse the risks faced by the Company, to set appropriate
risk limits and controls and to monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to
reflect changes in market conditions and the Company''s activities.

The audit committee oversees how management monitors compliance with the Company''s risk management policies and procedures,
and reviews the adequacy of the risk management framework in relation to the risks faced by the Company. The audit committee is
assisted in its oversight role by internal audit. Internal audit undertakes both regular and adhoc reviews of risk management controls
and procedures, the results of which are reported to the audit committee.

a) Credit risk

Credit risk is the risk that the Company will incur a loss because its trade receivable fail to discharge their contractual obligations.
The Company has a comprehensive framework for monitoring credit quality of its Trade receivables based on days past due
monitoring at period end. Repayment by individual trade receivable is tracked regularly and required steps for recovery are taken
through follow ups and legal recourse.

Credit risk arises from loans and advances, cash and cash equivalents, and deposits with banks and financial institutions. Credit
risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual
obligations, and arises principally from the Company''s receivables from customers and investments in debt securities.

Credit risk management

The Company considers probability of default upon initial recognition of asset and whether there has been any significant increase
in credit risk on an ongoing basis throughout each reporting period. To assess whether there is a significant increase in credit risk,
company compares the risk of default occurring on the asset as at the reporting date with the risk of default as at the date of initial
recognition. It considers available reasonable and supportive forward-looking information.

Note 44: FINANCIAL RISK MANAGEMENT (Contd..)

Definition of Default

A default on a financial asset is when the counterparty fails to make contractual payments within 90 days of when they fall due.
This definition of default is determined by considering the business environment in which NBFC operates and other macro¬
economic factors.

For Trade receivables, definition of default has been considered at 360 days past due after looking at the historical trend of
receiving the payments.

Cash and cash equivalents

Cash and cash equivalents include balance of ? 789.62 lakhs at March 31, 2025 (2024: ? 2,269.41 lakhs) is maintained as
cash in hand and balances with Bank and financial institution counterparties with good credit rating therefore have limited
exposure to credit risk.

Loans and advances

The general creditworthiness of a customer tends to be the most relevant indicator of credit quality of a loan extended to
it. The loans given by the Company are unsecured and are considered to have low credit risk based on credit evaluation
undertaken by the Company. There is no history of any defaults on these loans. Since few counter parties are related parties
and employees of the Company, the Company regularly monitors to ensure that these entities have enough liquidity which
safeguards the interest of the Company. The said loans at amortised cost are considered to have low credit risk, and the
loss allowance recognised during the period was therefore limited to 12 months expected losses, Management considers
instruments to be low credit risk when they have a low risk of default and the issuer has a strong capacity to meet its
contractual cash flows obligations in the near terms.

Trade Receivables

The Company has established a simplified impairment approach for qualifying Trade receivables. For these assets, Company
has recognized a loss allowance based on Lifetime ECLs rather than the two step process under the general approach.

Measurement of Expected Credit Losses

The Company has applied a three-stage approach to measure expected credit losses (ECL) on loans. Assets migrate through
following three stages based on the changes in credit quality since initial recognition:

(a) Stage 1: 12- months ECL: For exposures where there is no significant increase in credit risk since initial recognition and
that are not credit-impaired upon origination, the portion of the lifetime ECL associated with the probability of default
events occurring within the next 12- months is recognized.

(b) Stage 2: Lifetime ECL, not credit-impaired: For credit exposures where there has been a significant increase in credit
risk since initial recognition but are not credit-impaired, a lifetime ECL is recognized.

(c) Stage 3: Lifetime ECL, credit-impaired: Financial assets are assessed as credit impaired upon occurrence of one or
more events that have a detrimental impact on the estimated future cash flows of that asset. For financial assets that
have become credit-impaired, a lifetime ECL is recognized and interest revenue is calculated by applying the effective
interest rate to the amortised cost.

At each reporting date, Company assesses whether there has been a significant increase in credit risk of its financial assets
since initial recognition by comparing the risk of default occurring over the expected life of the asset. In determining whether
credit risk has increased significantly since initial recognition, Company uses information that is relevant and available
without undue cost or effort. This includes Company''s internal credit rating grading system, external risk ratings and forward¬
looking information to assess deterioration in credit quality of a financial asset.

The Company assesses whether the credit risk on a financial asset has increased significantly on an individual and collective basis.
For the purpose of collective evaluation of impairment, financial assets are grouped on the basis of shared credit risk characteristics,
taking into account accounting instrument type, credit risk ratings, date of initial recognition, remaining term to maturity, industry,
geographical location of the borrower, collateral type, and other relevant factors. For the purpose of individual evaluation of impairment
factors such as internally collected data on customer payment record, utilization of granted credit limits and information obtained
during the periodic review of customer records such as audited financial statements, budgets and projections are considered.

In determining whether the credit risk on a financial asset has increased significantly, the Company considers the change
in the risk of a default occurring since initial recognition. The default definition used for such assessment is consistent with
that used for internal credit risk management purposes.

The Company measures the amount of ECL on a financial instrument in a way that reflects an unbiased and probability-
weighted amount. Company considers its historical loss experience and adjusts the same for current observable data. The
key inputs into the measurement of ECL are the probability of default, loss given default and exposure at default. These
parameters are derived from Company''s internally developed statistical models and other historical data.

Probability of Default (PD)

Borrowers have been classified into two asset classes - Corporate and Retail. For Corporate borrowers, PD has been mapped
using the credible external rating study. For retail borrowers, due to insufficiency of historical data proxy of PD has been
mapped from other portfolio of same entity. In case entity does not have any other portfolio, then rating of Company (group
Company) has been used to compute PD.

Loss Given Default (LGD)

Historical recovery is usually considered to calculate Loss Given Default (LGD). For all stages, cases (DPD> 90) are considered
while arriving at historical LGD. Recovery period for all the cases are 6 months, the capping is based on assumption that
maximum recovery gets incurred within 6 months of default and after that recovery is negligible. For Company significant
data for computation of LGD was not available. Hence, Basel reference is used for LGD. Accordingly, we have used 65% as
LGD which corresponds against Senior Unsecured Claims.

Exposure at default (EAD)

Exposure at default is the total value an entity is exposed to when a loan defaults. It is the predicted amount of exposure that
an entity may be exposed to when a debtor defaults on a loan. The outstanding principal and outstanding arrears reported
as of the reporting date for computation of ECL is used as the EAD for all the portfolios.

Loans that are past due but not impaired

Loans that are ''past due but not impaired'' are those for which contractual interest or principal payments are past due but
Company believes that impairment is not appropriate on the basis of the level of security or collateral available and/or the
stage of collection of amounts owed to Company.

As of 31st March 2025, Company does not have any exposure on loans and advances that were modified but not derecognised
during the year, for which the provision for doubtful debts was measured at a lifetime ECL at the beginning of the year and
at the end of the year had changed to 12- months ECL

Concentration of credit risk

The Company monitors concentrations of credit risk by sector and by segments. The major portfolio of Company is under
Investments. Company regularly track the performance of the investment portfolio as this has high concentration risk.

b) Liquidity risk

Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities
that are settled by delivering cash or another financial asset. The Company''s approach to managing liquidity is to ensure, as far
as possible, that it will have sufficient liquidity to meet its liabilities when they are due, under both normal and stressed conditions,
without incurring unacceptable losses or risking damage to the Company''s reputation. Due to the dynamic nature of the underlying
businesses, Company''s treasury maintains flexibility in funding by maintaining availability under committed credit lines.

Maturities of financial liabilities

The tables below analyse the Group''s financial liabilities into relevant maturity groupings based on their contractual maturities for
all non-derivative financial liabilities, and net and gross settled derivative financial instruments for which the contractual maturities
are essential for an understanding of the timing of the cash flows.

The amounts disclosed in the table are the contractual undiscounted cash flows. Balances due within 12 months equal their
carrying balances as the impact of discounting is not significant.

c. Market risk

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

Note 44: FINANCIAL RISK MANAGEMENT (Contd..)

f) Interest rate risk

The Company''s main interest rate risk arises from long-term borrowings with variable rates, which expose the Company to
cash flow interest.

The Company''s fixed rate borrowings are carried at amortised cost. They are therefore not subject to interest rate risk as defined in
Ind AS 107, since neither the carrying amount nor the future cash flows will fluctuate because of a change in market interest rates.

Exposure to interest rate risk

The interest rate profile of the Bank''s interest-bearing financial instruments as reported to the management is as follows.

Note 46 : EXCEPTIONAL ITEMS

During previous year, ? 955.53 lakhs of exceptional items represents loss on account of sale of Company''s entire stake in its subsidiaries,
namely, Centrum International Services Pte. Limited, Singapore and Centrum Capital International Limited, Hong kong along with its
subsidiary, CCIL Investment Management Limited, Mauritius (Share Purchase Agreement dated November 17, 2023).

Note 47: SEGMENT INFORMATION

In accordance with Ind AS 108, ''Operating Segments'', segment information has been given in the consolidated financial statements
and therefore, no separate disclosure on segment information is given in the standalone financial statements.

Note 48: DISCLOSURE WITH REGARD TO DUES TO MICRO AND SMALL ENTERPRISES

Based on the information available with the Company none of the suppliers have confirmed to be registered under ''The Micro, Small
and Medium Enterprises Development (''MSMED'') Act, 2006''.Accordingly, no disclosures relating to principal amounts unpaid as at the
period ended March 31, 2025 together with interest paid /payable are required to be furnished.

Note 49: AUDIT TRAIL

The Company used accounting softwares for maintaining its books of account, which has a feature of recording audit trail (edit log)
facility and that has operated throughout the year for all relevant transactions recorded in these softwares and the audit trail has been
preserved by the Company as per the statutory requirements for record retention.

Note 50: Amount shown as ? 0.00 lakhs represents amount below ? 5000 (Rupees Five Thousand).

Note 51: EVENTS OCCURING AFTER THE REPORTING PERIOD

No Significant adjusting event occurred between balance sheet date and the date of the approval of these standalone financial
statements by the Board of the Directors requiring adjustments on disclosures.

Note 52: PREVIOUS YEAR COMPARATIVES

Figures for the previous year have been regrouped wherever necessary.

Signatures to Notes 1 to 52

SHARP & TANNAN For and on behalf of Board of Directors of

Chartered Accountants Centrum Capital Limited

Firm''s Registration No. 109982W
by the hand of

Tirtharaj Khot Jaspal Singh Bindra

Partner Executive Chairman

Membership No. 037457 DIN : 00128320

Place : Mumbai Shailendra Kishor Apte Balakrishna Kumar

Date : May 16, 2025 Chief Financial Officer Company Secretary

Membership No. A51901

---

Mar 31, 2024

The Company enters into derivatives for risk management purposes. Derivatives held for risk management purposes include hedges that either meet the hedge accounting requirements or hedges that are economic hedges, but the Company has elected not to apply hedge accounting requirements.

The table below shows the fair values of derivative financial instruments recorded as assets or liabilities together with their notional amounts.

The notional amounts indicate the value of transactions outstanding at the year end and are not indicative of either the market risk or credit risk.

Hedging activities and derivatives :

The Company is exposed to certain risks relating to its ongoing business operations. The primary risks managed using derivative instruments are foreign currency risk and interest rate risk. The Company''s risk management strategy and how it is applied to manage risk are explained in Note 44

Derivatives designated as hedging instruments :

The Company has not designated any derivatives as hedging instruments.

The amounts due to Micro and Small Enterprises as defined in the Micro, Small and Medium Enterprises Development Act, 2006, has been determined to the extent such parties have been identified on the basis of information available with the Company. For disclosure pertaining to Micro and Small Enterprises refer Note 47).

No interest has been paid/ is payable by the company during the year to ''Suppliers'' registered under this act. The aforementioned is based on the responses received by the company to its inquiries with suppliers with regard to applicabilities under the said Act.

Trade Payables includes Nil (Previous Year Nil) payable to "Suppliers" registered under the Micro, Small and Medium Enterprises Development Act, 2006. Interest paid by the Company during the year to " Suppliers" registered under this Act is Nil (Previous Year Nil). The aforementioned is based on the responses received by the Company to its inquiries with suppliers with regard to applicability under the said Act.

The Company has raised an amount of H Nil (Previous year H 21,232 lakhs) in multiple tranches through private placement by way of issue of Principal Protected Secured, Redeemable, Non-convertible Market Linked Debentures bearing a face value of H 1,00,000 each are fully secured by a first pari-passu charge over specified assets. The Asset Cover as at March 31, 2024 exceeds hundred percent of the principal amount.

Nature of Security

*The above mentioned debentures are secured, unlisted and listed, rated and unrated, non-convertible, principal protected, market-linked debentures carrying variable interest rate which is linked to performance of specified indices over the tenure of the debentures. Hence, the interest rate/range cannot be ascertained.

**Secured by first pari passu floating charge created on present and future business receivables and investments upto 100% of the value of debenture and also Secured by pari passu charge on 2,91,00,000 Number of equity shares of Centrum Retail Services Limited (a subsidiary of the Company) held by Centrum Capital Limited

"***Secured by i) pari passu mortgage to be created over leasehold rights (to the extent of 210 sq ft of total sq ft of leasehold rights) in relation to leasehold property of Centrum Financial Services Limited (subsidiary company) and (ii) 76,99,542 Number of equity shares of Centrum Retail Services Limited (a subsidiary of the Company ) held by Centrum Capital Limited."

The borrowings have not been guaranteed by directors or others. Further, the Company has not defaulted in repayment of principal and interest and also has used the borrowings from banks and financial institutions for the specific purpose for which it was taken, there is no deviation of any form. The Company have never been declared willful defaulter by any bank.

23.2 Terms and rights attached to equity shares

The Company has issued only one class of equity shares having a par value of 1 per share. Each holder of equity shares is entitled to one vote per share. Any dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing annual general meeting. The Company has not declared/ proposed any dividend in the current year.

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 if any. However, no such preferential amounts exists currently. The distribution will be in proportion to the number of equity shares held by the shareholders.

23.6 Shares reserved for issue under Employee Stock Option Plan

Information relating to the Centrum Capital Limited Employee Stock Option Plan (ESOP), including details regarding options issued, exercised and lapsed during the year and options outstanding at the end of the reporting period is set out in Note 42.

24.1 Nature and purpose of other equity

Capital reserve

Capital reserve is created due to gift of 525,000 equity shares of Rap Media Limited.

Securities premium

Securities premium reserve is used to record the premium on issue of shares. The reserve can be utilised in accordance with the provisions of the Companies Act, 2013.

Treasury shares

The Centrum ESPS Trust is extension of Company''s financial statements. The Centrum ESPS trust are holding 1,55,18,234 number of equity shares ( Previous year 1,82,22,234) amounting to 1,885.04 lakhs ( Previous year 2,223.04 lakhs)

Share options outstanding account

The Employee stock options outstanding represents amount of reserve created by recognition of compensation cost at grant date fair value on stock options vested but not exercised by employees and unvested stock options in the Statement of profit

and loss in respect of equity-settled share options granted to the eligible employees of the Company and its subsidiaries in pursuance of the Employee Stock Option Plan.

General reserve

General reserve is a free reserve available for distribution subject to compliance with the Companies (Declaration and Payment of Dividend) Rules, 2014.

Equity instruments through Other Comprehensive Income

The Company has elected to recognise changes in the fair value of certain investments in equity securities in other comprehensive income. These changes are accumulated within the FVOCI equity investments reserve within equity. The Company transfers amounts from this reserve to retained earnings then the relevant equity securities are derecognised.

Retained earnings

Retained earnings or accumulated surplus represents total of all profits retained since Company''s inception. Retained earnings are credited with current year profits, reduced by losses, if any, dividend payouts, transfers to General reserve or any such other appropriations to specific reserves.

Other Comprehensive Income (OCI)

This represents equity instruments carried at fair value through OCI and remeasurement of employee benefits (gratuity and post retirement benefits).

NOTE 32.2 : CORPORATE SOCIAL RESPONSIBILITY

The Company is not covered under Corporate Social responsibility in view of loss occurred during the year NOTE 32.3 : UNDISCLOSED INCOME

The details is not applicable to the Company, related to transactions 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).

NOTE 32.4 : DETAILS OF CRYPTO CURRENCY OR VIRTUAL CURRENCY

The Company has not traded or invested in Crypto currency or Virtual Currency during the financial year 2023-24.

NOTE 34: EARNING PER SHARE (EPS)

Basic earnings per share (EPS) is calculated by dividing the net profit for the year attributable to equity holders of Company by the weighted average number of equity shares outstanding during the year.

Diluted EPS is calculated by dividing the net profit attributable to equity holders of Company (after adjusting for interest on the convertible preference shares and interest on the convertible bond, in each case, net of tax) by the weighted average number of equity shares outstanding during the year plus the weighted average number of equity shares that would be issued on the conversion of all the dilutive potential ordinary shares into ordinary shares.

NOTE 35: EMPLOYEE BENEFIT PLANS

35.1 Defined contribution plans

A defined contribution plan is a pension plan under which the Company pays fixed contributions; there is no legal or constructive obligation to pay further contributions. The assets of the plan are held separately from those of the Company in a fund under the control of trustees. The Company makes Provident Fund contributions which are defined contribution plans for qualifying employees. Under the Schemes, the Company is required to contribute a specified percentage of the payroll costs to fund the benefits.

The Company has recognised the following amounts in the statement of profit and loss towards contribution to defined contribution plans which are included under contribution to provident and other funds. The contributions payable to these plans by the Company are at rates specified in the rules of the Schemes:

35.2 Defined benefit plans

The Company has a defined benefit gratuity plan in India (funded). The Company''s defined benefit gratuity plan is a final salary plan for India employees, which requires contributions to be made to a separately administered fund. The gratuity plan is governed by the Payment of Gratuity Act, 1972. Under the act, employee who has completed five years of service is entitled to specific benefit. The level of benefits provided depends on the member''s length of service and last drawn salary.

The following tables summarise the components of net benefit expense recognised in the statement of profit or loss and the funded status and amounts recognised in the balance sheet for the gratuity plan:

The above sensitivity analyses are based on a change in an assumption while holding all other assumptions constant. In practice, this is unlikely to occur, and changes in some of the assumptions may be correlated. When calculating the sensitivity of the defined benefit obligation to significant actuarial assumptions the same method (present value of the defined benefit obligation calculated with the projected unit credit method at the end of the reporting period) has been applied as when calculating the defined benefit liability recognised in the balance sheet.

Note 36 : CONTINGENT LIABILITIES		(H in lakhs)
Particulars	As at	As at
	March 31, 2024	March 31, 2023
Corporate guarantees given by the Company* :
- Subsidiaries	76,587.42	72,691.40

[*Out of above, loan availed 75,087 lakhs (Previous year 71,490.98 lakhs) and out of these outstanding loan amount stands to 50,325.38 lakhs (Previous year 47,659.62 lakhs)*]

Note 37 : Capital Management

The Company''s objectives when managing capital are to safeguard their ability to continue as a going concern, so that they can continue to provide returns for shareholders and benefits for other stakeholders, and maintain an optimal capital structure to reduce the cost of capital.

Capital Management

The primary objectives of the Company''s capital management policy are to ensure that the Company complies with externally imposed capital requirements and maintains strong credit ratings and healthy capital ratios in order to support its business and to maximise shareholder value.

The Company manages its capital structure and makes adjustments to it in light of changes in economic conditions and requirements of the financial covenants. In order to maintain or adjust the capital structure, the Company may adjust the amount of dividend payment to shareholders, return capital to shareholders or issue capital securities or sell assets to reduce debts. No changes have been made to the objectives, policies and processes from the previous years. However, they are under constant review by the Board.

In order to maintain or adjust the capital structure, the Company may adjust the amount of dividends paid to shareholders, return capital to shareholders, issue new shares or sell assets to reduce debt. The Company determines the capital requirement based on annual operating plans and long-term and other strategic investment plans. The funding requirements are met through loans and operating cash flows generated.

NOTE 40: LEASES

Payments associated with short-term leases are recognised on a straight-line basis as an expense in profit or loss. Short-term leases are leases with a lease term of 12 months or less.

The Company does not face a significant liquidity risk with regard to its lease liabilities as the current assets are sufficient to meet the obligations related to lease liabilities as and when they fall due.

Rental expense recorded for leases was 120 lakhs and 120 lakhs for the year ended March 31, 2024 and March 31,2023 respectively. There are no rental expense recorded for low-value assets or for any of variable lease payments for any of the reporting year.

The fair value of financial instruments are classified into three categories i.e. Level 1, 2 or 3 depending on the inputs used in the valuation technique. The hierarchy gives the highest priority to quoted prices in active market for identical assets or liabilities (level 1measurements) and lowest priority to unobservable inputs (level 3 measurements).

The hierarchies used are as follows:

Level 1: The fair value of financial instruments traded in active markets is based on quoted market prices at the end of the reporting period. The quoted market price used for financial assets held by the Company is the current bid price. These instruments are included in level 1.

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

Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in level 3.

Notes:

For financial assets and financial liabilities that have a short-term maturity (less than twelve months), the carrying amounts, which are net of impairment, are a reasonable

approximation of their fair value. Such instruments include: cash and cash equivalents, bank deposits, Trade receivables, debts and borrowings. Such amounts have been classified as Level 2 on the basis that no adjustments have been made to the balances in the balance sheet.

There are no transfers between levels 1 and 2 during the year. There are no transfers into or out of Level 3.

41.4 Valuation technique used to determine fair value

Specific valuation techniques used to value financial instruments include:

• the use of quoted market prices or dealer quotes for similar instruments and

• for other financial instruments - discounted cash flow analysis."

Specific valuation techniques used to value financial instruments include:

All of the resulting fair value estimates are included in level 2 except for unlisted equity securities, a contingent consideration receivable and certain derivative contracts, where the fair values have been determined based on present values and the discount rates used were adjusted for counterparty or own credit risk.

41.5 Valuation processes

The finance department of the company includes a team that performs the valuations of non-property items required for financial reporting purposes, including level 3 fair values. This team reports directly to the Chief Financial Officer (CFO). Discussions of valuation processes and results are held between the CFO and the valuation team at least once every six months, in line with the company''s half-yearly reporting periods.

The main level 3 inputs used by the Company are derived and evaluated as follows:

• Discount rates for financial assets and financial liabilities are determined using a capital asset pricing model to calculate a pre-tax rate that reflects current market assessments of the time value of money and the risk specific to the asset

• Risk adjustments specific to the counterparties (including assumptions about credit default rates) are derived from credit risk gradings determined by company''s internal credit risk management group.

• Earnings growth factor for unlisted equity securities are estimated based on market information for similar types of companies.

• Contingent consideration - expected cash inflows are estimated based on the terms of the sale contract and the entity''s knowledge of the business and how the current economic environment is likely to impact it."

Changes in level 2 and 3 fair values are analysed at the end of each reporting period during the half-yearly valuation discussion between the CFO, Audit Committee and the valuation team. As part of this discussion the team presents a report that explains the reason for the fair value movements.

NOTE 42: EMPLOYEE STOCK OPTION PLAN

THE COMPANY PROVIDES SHARE-BASED PAYMENT TO ITS EMPLOYEES. THE COMPANY HAS TWO EMPLOYEES STOCK OPTION SCHEMES VIZ. CCL EMPLOYEE STOCK OPTION SCHEME 2017 AND CCL EMPLOYEE STOCK OPTION SCHEME 2018. HOWEVER CCL EMPLOYEE STOCK OPTION SCHEME 2018 IS NOW STAND CANCELLED/FORFEITED.

CCL EMPLOYEE STOCK OPTION SCHEME 2017

THE SCHEME WAS APPROVED BY THE SHAREHOLDERS ON AUGUST 31, 2017 FOR GRANT OF STOCK OPTIONS AND ALL THE GRANTED OPTIONS SHALL VEST WITH THE PARTICIPANT ON THE LAST DAY OF THE OF 1^st YEAR FROM THE GRANT DATE.

THE DETAILS OF ACTIVITY UNDER BOTH THE SCHEMES (FACE VALUE OF 1 EACH) ARE SUMMARIZED BELOW:

NOTE 44: FINANCIAL RISK MANAGEMENT

The Company''s activities expose it to credit risk, liquidity risk and market risk. This note explains the sources of risk which the Company is exposed to, how the Company manages the risk and the related accounting impact in the financial statements.

This note explains the sources of risk which the Company is exposed to and how the Company manages the risk and the impact of hedge accounting in the financial statements.

The Company''s Board of Directors have overall responsibility for the establishment and oversight of the Company''s risk management framework. The Board of Directors have established the Risk Management Committee, which is responsible for developing and monitoring the Company''s risk management policies. The committee reports regularly to the Board of Directors on its activities.

The Company''s risk management policies are established to identify and analyse the risks faced by the Company, to set appropriate risk limits and controls and to monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to reflect changes in market conditions and the Company''s activities.

The audit committee oversees how management monitors compliance with the Company''s risk management policies and procedures, and reviews the adequacy of the risk management framework in relation to the risks faced by the Company. The audit committee is assisted in its oversight role by internal audit. Internal audit undertakes both regular and adhoc reviews of risk management controls and procedures, the results of which are reported to the audit committee.

a) Credit risk

Credit risk is the risk that the Company will incur a loss because its trade receivable fail to discharge their contractual obligations. The Company has a comprehensive framework for monitoring credit quality of its Trade receivables based on days past due monitoring at period end. Repayment by individual trade receivable is tracked regularly and required steps for recovery are taken through follow ups and legal recourse.

Credit risk arises from loans and advances, cash and cash equivalents, and deposits with banks and financial institutions.

Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises principally from the Company''s receivables from customers and investments in debt securities.

Credit risk management

The Company considers probability of default upon initial recognition of asset and whether there has been any significant increase in credit risk on an ongoing basis throughout each reporting period. To assess whether there is a significant increase in credit risk, company compares the risk of default occurring on the asset as at the reporting date with the risk of default as at the date of initial recognition. It considers available reasonable and supportive forward-looking information.

Definition of Default

A default on a financial asset is when the counterparty fails to make contractual payments within 90 days of when they fall due. This definition of default is determined by considering the business environment in which NBFC operates and other macro-economic factors.

For Trade receivables, definition of default has been considered at 360 days past due after looking at the historical trend of receiving the payments.

Cash and cash equivalents

Cash and cash equivalents include balance of 2,269.41 Lakhs at March 31, 2024 (2023: 532.80 Lakhs) is

maintained as cash in hand and balances with Bank and financial institution counterparties with good credit rating therefore have limited exposure to credit risk.

Loans and advances

The general creditworthiness of a customer tends to be the most relevant indicator of credit quality of a loan extended to it. The loans given by the Company are unsecured and are considered to have low credit risk based on credit evaluation undertaken by the Company. There is no history of any defaults on these loans. Since few counter parties are related parties and employees of the Company, the Company regularly monitors to ensure that these entities have enough liquidity which safeguards the interest of the Company. The said loans at amortised cost are considered to have low credit risk, and the loss allowance recognised during the period was therefore limited to 12 months expected losses, Management considers instruments to be low credit risk when they have a low risk of default and the issuer

has a strong capacity to meet its contractual cash flows obligations in the near terms.

Trade Receivables

The Company has established a simplified impairment approach for qualifying Trade receivables. For these assets, Company has recognized a loss allowance based on Lifetime ECLs rather than the two step process under the general approach.

Derivative assets

The Company enters into derivatives for risk management purposes. These include hedges that either meet the hedge accounting requirements or hedges that are economic hedges, but the Company has elected not to apply hedge accounting requirements.

The table below shows the fair values of derivative financial instruments recorded as assets or liabilities together with their notional amounts.The table below shows the fair values of derivative financial instruments recorded as assets or liabilities together with their notional amounts.

Measurement of Expected Credit Losses

The Company has applied a three-stage approach to measure expected credit losses (ECL) on loans. Assets migrate through following three stages based on the changes in credit quality since initial recognition:

(a) Stage 1: 12- months ECL: For exposures where there is no significant increase in credit risk since initial recognition and that are not credit-impaired upon origination, the portion of the lifetime ECL associated with the probability of default events occurring within the next 12- months is recognized.

(b) Stage 2: Lifetime ECL, not credit-impaired:

For credit exposures where there has been a significant increase in credit risk since initial recognition but are not credit-impaired, a lifetime ECL is recognized.

(c) Stage 3: Lifetime ECL, credit-impaired:

Financial assets are assessed as credit impaired upon occurrence of one or more events that have a detrimental impact on the estimated future cash flows of that asset. For financial assets that have become credit-impaired, a lifetime ECL is recognized and interest revenue is calculated by applying the effective interest rate to the amortised cost.At each reporting date, Company assesses whether there has been a significant increase in credit risk of its financial assets since initial recognition by comparing the risk of default occurring over the expected life of the asset. In determining whether credit risk has increased significantly since initial recognition, Company uses information that is relevant and available without undue cost or effort. This includes Company''s internal credit rating grading system, external risk ratings and forward-looking information to assess deterioration in credit quality of a financial asset.

The Company assesses whether the credit risk on a financial asset has increased significantly on an individual and collective basis. For the purpose of collective evaluation of impairment, financial assets are grouped on the basis of shared credit risk characteristics, taking into account accounting instrument type, credit risk ratings, date of initial recognition, remaining term to maturity, industry, geographical location of the

borrower, collateral type, and other relevant factors. For the purpose of individual evaluation of impairment factors such as internally collected data on customer payment record, utilization of granted credit limits and information obtained during the periodic review of customer records such as audited financial statements, budgets and projections are considered.

In determining whether the credit risk on a financial asset has increased significantly, the Company considers the change in the risk of a default occurring since initial recognition. The default definition used for such assessment is consistent with that used for internal credit risk management purposes.

Company measures the amount of ECL on a financial instrument in a way that reflects an unbiased and probability-weighted amount. Company considers its historical loss experience and adjusts the same for current observable data. The key inputs into the measurement of ECL are the probability of default, loss given default and exposure at default. These parameters are derived from Company''s internally developed statistical models and other historical data.

Probability of Default (PD)

Borrowers have been classified into two asset classes -Corporate and Retail. For Corporate borrowers, PD has been mapped using the credible external rating study. For retail borrowers, due to insufficiency of historical data proxy of PD has been mapped from other portfolio of same entity. In case entity does not have any other portfolio, then rating of Company (group Company) has been used to compute PD.

Loss Given Default (LGD)

Historical recovery is usually considered to calculate Loss Given Default (LGD). For all stages, cases (DPD> 90) are considered while arriving at historical LGD. Recovery period for all the cases are 6 months, the capping is based on assumption that maximum recovery gets incurred within 6 months of default and after that recovery is negligible. For Company significant data for computation of LGD was not available. Hence, Basel reference is used for LGD. Accordingly, we have used 65% as LGD which corresponds against Senior Unsecured Claims.

Exposure at default (EAD)

Exposure at default is the total value an entity is exposed to when a loan defaults. It is the predicted amount of exposure that an entity may be exposed to when a debtor defaults on a loan. The outstanding principal and outstanding arrears reported as of the reporting date for computation of ECL is used as the EAD for all the portfolios.

Loans that are past due but not impaired

Loans that are ''past due but not impaired'' are those for which contractual interest or principal payments are past due but Company believes that impairment is not appropriate on the basis of the level of security or collateral available and/or the stage of collection of amounts owed to Company.

As of 31^st March 2024, Company does not have any exposure on loans and advances that were modified but not derecognised during the year, for which the provision for doubtful debts was measured at a lifetime ECL at the beginning of the year and at the end of the year had changed to 12- months ECL

Concentration of credit risk

The Company monitors concentrations of credit risk by sector and by segments. The major portfolio of Company is under Investments. Company regularly track the performance of the investment portfolio as this has high concentration risk.

b) Liquidity risk

Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Company''s approach to managing liquidity is to ensure, as far as possible, that it will have sufficient liquidity to meet its liabilities when they are due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Company''s reputation. Due to the dynamic nature of the underlying businesses, Company''s treasury maintains flexibility in funding by maintaining availability under committed credit lines.

Financing arrangements

The Company has access to the following undrawn borrowing facilities at the end of the reporting period:

Maturities of financial liabilities

The tables below analyse the Group''s financial liabilities into relevant maturity groupings based on their contractual maturities for all non-derivative financial liabilities, and net and gross settled derivative financial instruments for which the contractual maturities are essential for an understanding of the timing of the cash flows.

The amounts disclosed in the table are the contractual undiscounted cash flows. Balances due within 12 months equal their carrying balances as the impact of discounting is not significant.

c. Market risk

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

(iii) The Merger Scheme of Centrum Microcredit Limited (CML) with the Company was approved by National Company Law Tribunal (''NCLT'') on March 30, 2023. The merger is effective from the Appointed Date, i.e., April 01, 2022. The merger was given effect to in books of account in accordance with Appendix C of Indian Accounting Standard (Ind AS) 103, Business Combinations and accordingly, figures for the previous year have been restated.

NOTE 46: SEGMENT INFORMATION

In accordance with Ind AS 108, ''Operating Segments'', segment information has been given in the consolidated financial statements and therefore, no separate disclosure on segment information is given in the standalone financial statements

NOTE 47: DISCLOSURE WITH REGARD TO DUES TO MICRO AND SMALL ENTERPRISES

Based on the information available with the Company and has been relied upon by the auditors, none of the suppliers have confirmed to be registered under "The Micro, Small and Medium Enterprises Development (''MSMED'') Act, 2006".Accordingly, no disclosures relating to principal amounts unpaid as at the period ended March 31, 2024 together with interest paid /payable are required to be furnished.

NOTE 48: Amount shown as 0.00 lakhs represents amount below 5000 (Rupees Five Thousand).

NOTE 49: EVENTS OCCURING AFTER THE REPORTING PERIOD

No Significant adjusting event occurred between balance sheet date and the date of the approval of these standalone financial statements by the Board of the Directors requiring adjustments on disclosures.

NOTE 50: PREVIOUS YEAR COMPARATIVES

Figures for the previous year have been regrouped wherever necessary.

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Mar 31, 2023

p. Provisions, Contingent liabilities and Contingent assets

A provision is recognized when an enterprise has a present obligation (legal or constructive) as a result of past event; it is probable that an outflow of resources will be required to settle the obligation, in respect of which a reliable estimate can be made. Provisions are 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. These are reviewed at each balance sheet date and adjusted to reflect the current best estimates.

A contingent liability is a possible obligation that arises from past events whose existence will be confirmed by the occurrence or non-occurrence of one or more uncertain future events beyond the control of the Company or a present obligation that is not recognized because it is not probable that an outflow of resources will be required to settle the obligation. A contingent liability also arises in extremely rare cases where there is a liability that cannot be recognized because it cannot be measured reliably. The Company does not recognize a contingent liability but discloses its existence in the financial statements.

Contingent assets are neither recognized nor disclosed in the Financial Statements.

q. Earnings per share

Basic earnings per share is computed by dividing the net profit after tax attributable to the equity shareholders for the year by the weighted average number of equity shares outstanding for the year.

Diluted earnings per share reflect the potential dilution that could occur if securities or other contracts to issue equity shares were exercised or converted during the year. Diluted earnings per share is computed by dividing the net profit after tax attributable to the equity shareholders for the year by weighted average

number of equity shares considered for deriving basic earnings per share and weighted average number of equity shares that could have been issued upon conversion of all potential equity shares.

r. Employee stock option scheme (ESOP)

Equity-settled share-based payments to employees and others providing similar services that are granted by the ultimate parent Company are measured by reference to the fair value of the equity instruments at the grant date. The fair value determined at the grant date of the equity-settled share-based payments is expensed over the vesting period, based on the Company''s estimate of equity instruments that will eventually vest, with a corresponding increase in equity.

At the end of each reporting period, the Company revises its estimate of the number of equity instruments expected to vest. The impact of the revision of the original estimates, if any, is recognised in profit or loss such that the cumulative expense reflects the revised estimate, with a corresponding adjustment to the ''Share Option Outstanding Account'' under other Equity. In cases where the share options granted vest in instalments over the vesting period, the Company treats each instalments as a separate grant, because each instalment has a vesting period, and hence the fair value of each instalment differs. In situation where the stock option expires unexercised, the related balance standing to the credit of the Employee Share Options Outstanding Account is transferred within equity.

s. Segment reporting Identification of segments

Operating Segments are identified based on monitoring of operating results by the Chief Operating DecisionMaker (CODM) separately for the purpose of making decision about resource allocation and performance assessment. Segment performance is evaluated based on profit or loss, and is measured consistently with profit or loss of the Company. Operating Segment is identified based on the nature of products and services, the different risks and returns, and the internal business reporting system.

Segment policies

The Company prepares its segment information in conformity with the accounting policies adopted for

preparing and presenting the financial statements of the Company as a whole.

Common allocable costs are allocated to each segment according to the relative contribution of each segment to the total common costs.

Unallocated Corporate Items include general corporate income and expenses, which are not attributable to segments.

2.2 Significant accounting judgments, estimates and assumptions

The preparation of the Company''s financial statements requires management to make judgments, estimates and assumptions that affect the reported amounts of revenues, expenses, assets, liabilities, the accompanying disclosures including the disclosure of contingent 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. The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstances existing when the financial statements were prepared. The estimates and underlying assumptions are reviewed on an ongoing basis. Revision to accounting estimates is recognised in the year in which the estimates are revised and in any future year affected

Critical judgements in applying accounting policies

The following are the critical judgements, apart from those involving estimations, that the management has made in the process of applying the Company''s accounting policies and that have the most significant effect on the amounts recognised in the standalone financial statements.

• Fair value measurement of financial instruments

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. 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

appropriate valuation techniques. The inputs for these valuations are taken from observable sources where possible, but where this is not feasible, a degree of judgment is required in establishing fair values. Judgments include considerations of various inputs including liquidity risk, credit risk, volatility etc. Changes in assumptions/judgments about these factors could affect the reported fair value of financial instruments.

• Impairment of financial assets using the expected credit loss method

The impairment provisions for financial assets are based on assumptions about risk of default, expected loss rates and loss given defaults. The Company uses judgment in making these assumptions and selecting the inputs to the impairment calculation, based on the Company''s history, existing market conditions as well as forward looking estimates at the end of each reporting period.

• Business model assessment

Classification and measurement of financial assets depends on the results of the Solely for payment of principal and interest (SPPI) test and the business model test The Company determines the business model at a level that reflects how groups of financial assets are managed together to achieve a particular business objective. This assessment includes judgment used by the Company in determining the business model including how the performance of the assets is evaluated and their performance measured, the risks that affect the performance of the assets and how these are managed. The Company monitors financial assets that are derecognised prior to their maturity to understand the reason for their disposal and whether the reasons are consistent with the objective of the business for which the asset was held.

• Income taxes

Significant judgments are involved in estimating budgeted profits for the purpose of paying advance tax, determining the provision for income taxes, including amount expected to be paid/ recovered for uncertain tax positions.

• Provisions and contingencies

Provisions and contingencies are recognized when they become probable and when there will be a future outflow of funds resulting from past operations or events and the outflow of resources can be reliably estimated. The timing of recognition and quantification of the provision and liability requires the application of judgement to existing facts and circumstances, which are subject to change.

• Employee stock option scheme (ESOP)

The Company measures the cost of equity-settled transactions with employees using Black-Scholes Model to determine the fair value of the liability incurred on the grant date. Estimating fair value for share-based payment transactions requires determination of the most appropriate valuation model, which is dependent on the terms and conditions of the grant. This estimate also requires determination of the most appropriate inputs to the valuation model including the expected life of the share option, volatility and dividend yield and making assumptions about them.

Key source of assumptions and estimates

The key assumptions concerning the future and other key sources of estimating 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 based its assumptions and estimates on parameters available when financial statements are 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.

• Retirement and other employee benefits

The cost of the gratuity and long-term employee benefits and the present value of its obligations are determined using actuarial valuation. An actuarial valuation involves making various assumptions that may differ from actual developments in the future. These include the determination of the future salary increases, attrition rate, mortality rates and discount rate. Due to the complexities

involved in the valuation and its long-term nature, the obligation is highly sensitive to changes in these assumptions. All assumptions are reviewed at each reporting date.

Future salary increases are based on expected future inflation rates for India. The attrition rate represents the Company''s expected experience of employee turnover. The mortality rate is based on publicly available mortality tables for India. Those mortality tables tend to change only at interval in response to demographic changes. Discount rate is based upon the market yields available on Government bonds at the accounting date with a term that matches that of the liabilities.

Further details about gratuity and long term employee benefits obligations are provided in Note 35.

• Useful lives of property, plant and equipment:

The Company reviews the estimated useful lives of property, plant and equipment at the end of each reporting period. Uncertainties in these estimates relate to technical and economic obsolescence that may change the utility of assets.

• Effective interest rate

The effective interest rate is the rate that discounts estimated future cash payments or receipts through the expected life of the financial asset or financial liability to the gross carrying amount of a financial (i.e. its amortised cost before any impairment allowance) or to the amortised cost of a financial liability. This estimation, by nature, requires an element of judgement regarding the expected behaviour and life-cycle of the instruments and other fee income/expense that are integral parts of the instrument.

• Investment in associates/joint ventures:

An associate is an entity over which the Company has significant influence. Significant influence is the power to participate in the financial and operating policy decision of the investee, but it''s not control or joint control over those policies. The Company''s interest in its associates or joint ventures is accounted for using the equity method from the date on which the investee becomes an associate or a joint venture.

• Business combination:

Business combinations are accounted for using the acquisition method. The acquisition date is the date on which control is transferred to the acquirer. The consideration transferred in a business combination comprises the fair values of the assets transferred, liabilities incurred to the former owners of the acquired business, equity interests issued by the Company and fair value of any assets or liabilities resulting from a contingent consideration arrangement. Acquisition-related costs are expensed as incurred.

At the acquisition date, the identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured at their fair values. However, certain assets and liabilities, i.e., deferred tax assets or liabilities, assets or liabilities related to employee benefits arrangements, liabilities or equity instruments related to share-based payment arrangements and assets or disposal groups that are classified as held for sale, acquired or assumed in a business combination are measured as per the applicable Ind AS.

The Company recognises any non-controlling interest in the acquired entity on an acquisition-by acquisition basis either at fair value or at the non-controlling interest''s proportionate share of the acquired entity''s net identifiable assets.

The excess of the sum of the consideration transferred, the amount of any non-controlling interests in the acquired entity and the acquisition-date fair value of any previous equity interest in the acquired entity over the acquisition-date fair value of the net identifiable assets acquired is recognised as goodwill. Any gain on a bargain purchase is recognised is in Other comprehensive income and accumulated in equity as Capital reserve if there exists clear evidence of the underlying reasons for classifying the business combination as resulting in a bargain purchase, otherwise the gain is recognised directly in equity as Capital Reserve.

Goodwill represents excess of the cost of portfolio acquisition over the net fair value of the identifiable assets and liabilities. Goodwill paid on acquisition

of portfolio is included in intangible assets. Goodwill recognised is tested for impairment annually and when there are indications that the carrying amount may exceed the recoverable amount.

Goodwill on acquisitions of subsidiaries is shown as separate line item in financial statements. These Goodwill is not amortised, but it is tested for impairment annually, or more frequently if events or changes in circumstances indicate that it might be impaired and is carried at cost less accumulated impairment losses. Gains and losses on the disposal of an entity include the carrying amount of goodwill relating to the entity sold.

Any contingent consideration is measured at fair value at the date of acquisition. If an obligation to pay contingent consideration that meets the definition of a financial instrument is classified as equity, then it is not re-measured subsequently and settlement is accounted for within equity. Other contingent consideration is re-measured at fair value at each reporting date and changes in the fair value of contingent consideration are recognised in profit or loss.

When a business combination is achieved in stages, any previously held equity interest in the acquiree is re-measured at its acquisition-date fair value and the resulting gain or loss, if any, is recognised in the Consolidated Statement of Profit and Loss or Other Comprehensive Income, as appropriate.

Where it is not possible to complete the determination of fair values by the end of the reporting period in which the combination occurs, a provisional assessment of fair values is made and any adjustments required to those provisional values, and the corresponding adjustments to goodwill, are finalised within 12 months of the acquisition date.

Common control business combinations includes transactions, such as transfer of subsidiaries or businesses, between entitles within a Company. Company has accounted all such transactions based on pooling of interest method, which is as below:-

• The assets and liabilities of the combining entities are reflected at their carrying amounts.

• No adjustments are made to reflect fair values, or recognise any new assets or liabilities.

• The financial information in the financial statements in respect of prior periods are restated as if the business combination had occurred from the beginning of the preceding period in the financial statements, irrespective of the actual date of the combination.

The identity of the reserves shall be preserved and shall appear in the financial statements of the transferee in the same form in which they appeared in the financial statements of the transferor. The difference, if any, between the amount recorded as share capital issued plus any additional consideration in the form of cash or other assets and the amount of share capital of the transferor shall be transferred to capital reserve.

2.3 Recent Accounting Pronouncement

The following standards / amendments to standards have been issued and will be effective from April 01, 2023. The Group has evaluated the requirements of these standards, improvements and amendments and there are no impacts on the financial statements.

(a) Indian Accounting Standard (Ind AS) 1, Presentation of Financial Statements - This amendment requires the entities to disclose their ''material accounting policies'' rather than their significant accounting policies.

(b) Indian Accounting Standard (Ind AS) 8, Accounting Policies, Changes in Accounting Estimates and Errors - This amendment has introduced a definition of ''accounting estimates'' and included amendments to Ind AS 8 to help entities distinguish changes in accounting policies from changes in accounting estimates. Modification in accounting treatment of certain costs incurred on derecognition of financial liabilities..

(c) I ndian Accounting Standard (Ind AS) 12, Income Taxes - This amendment has narrowed the scope of the initial recognition exemption so that it does not apply to transactions that give rise to equal and offsetting temporary differences.

Note 24 : OTHER EQUITY (Contd..)

Securities premium

Securities premium reserve is used to record the premium on issue of shares. The reserve can be utilised in accordance with the provisions of the Companies Act, 2013.

Treasury shares

The Centrum ESPS Trust is extension of Company''s financial statements. The Centrum ESPS trust are holding 1,82,22,234 number of equity shares ( Previous year 1,89,22,234) amounting to H 2,223.04 lakhs ( Previous year H 2,310.54 lakhs)

Share options outstanding account

The Employee stock options outstanding represents amount of reserve created by recognition of compensation cost at grant date fair value on stock options vested but not exercised by employees and unvested stock options in the Statement of profit and loss in respect of equity-settled share options granted to the eligible employees of the Company and its subsidiaries in pursuance of the Employee Stock Option Plan.

General reserve

General reserve is a free reserve available for distribution subject to compliance with the Companies (Declaration and Payment of Dividend) Rules, 2014.

Equity instruments through Other Comprehensive Income

The Company has elected to recognise changes in the fair value of certain investments in equity securities in other comprehensive income. These changes are accumulated within the FVOCI equity investments reserve within equity. The Company transfers amounts from this reserve to retained earnings then the relevant equity securities are derecognised.

Retained earnings

Retained earnings or accumulated surplus represents total of all profits retained since Company''s inception. Retained earnings are credited with current year profits, reduced by losses, if any, dividend payouts, transfers to General reserve or any such other appropriations to specific reserves

Other Comprehensive Income (OCI)

This represents equity instruments carried at fair value through OCI and remeasurement of employee benefits (gratuity and post retirement benefits).

Note 32.2 : Undisclosed Income

The details is not applicable to the Company, related to transactions 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), unless there is immunity for disclosure under any scheme and shall also state whether the previously unrecorded income and related assets have been properly recorded in the books of account during the year.

Note 32.3 : Details of Crypto Currency or Virtual Currency

The Company has not traded or invested in Crypto currency or Virtual Currency during the financial year 2022-23.

The fair value of financial instruments are classified into three categories i.e. Level 1, 2 or 3 depending on the inputs used in the valuation technique. The hierarchy gives the highest priority to quoted prices in active market for identical assets or liabilities (level 1 measurements) and lowest priority to unobservable inputs (level 3 measurements).

The hierarchies used are as follows:

Level 1: The fair value of financial instruments traded in active markets is based on quoted market prices at the end of the reporting period. The quoted market price used for financial assets held by the Company is the current bid price. These instruments are included in level 1.

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

Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in

level 3.

Notes:

For financial assets and financial liabilities that have a short-term maturity (less than twelve months), the carrying amounts, which are net of impairment, are a reasonable approximation of their fair value. Such instruments include: cash and cash equivalents, bank deposits, Trade receivables, debts and borrowings. Such amounts have been classified as Level 2 on the basis that no adjustments have been made to the balances in the balance sheet.

There are no transfers between levels 1 and 2 during the year.

41.4 Valuation technique used to determine fair value

Specific valuation techniques used to value financial instruments include:

¦ the use of quoted market prices or dealer quotes for similar instruments and

41.4 Valuation technique used to determine fair value

¦ for other financial instruments - discounted cash flow analysis

Specific valuation techniques used to value financial instruments include:

All of the resulting fair value estimates are included in level 2 except for unlisted equity securities, a contingent consideration receivable and certain derivative contracts, where the fair values have been determined based on present values and the discount rates used were adjusted for counterparty or own credit risk.

41.5 Valuation processes

The finance department of the company includes a team that performs the valuations of non-property items required for financial reporting purposes, including level 3 fair values. This team reports directly to the Chief Financial Officer (CFO). Discussions of valuation processes and results are held between the CFO and the valuation team at least once every six months, in line with the company''s half-yearly reporting periods.

The main level 3 inputs used by the Company are derived and evaluated as follows:

¦ Discount rates for financial assets and financial liabilities are determined using a capital asset pricing model to calculate a pre-tax rate that reflects current market assessments of the time value of money and the risk specific to the asset.

¦ Risk adjustments specific to the counterparties (including assumptions about credit default rates) are derived from credit risk gradings determined by company''s internal credit risk management group.

¦ Earnings growth factor for unlisted equity securities are estimated based on market information for similar types of companies.

¦ Contingent consideration - expected cash inflows are estimated based on the terms of the sale contract and the entity''s knowledge of the business and how the current economic environment is likely to impact it.

Changes in level 2 and 3 fair values are analysed at the end of each reporting period during the half-yearly valuation discussion between the CFO, Audit Committee and the valuation team. As part of this discussion the team presents a report that explains the reason for the fair value movements.

Note 43 : RELATED PARTY DISCLOSURES 43.1. Relationships

Relationship Name of the party

A. List of Related Parties

(i) Subsidiaries Centrum Retail Services Limited

Centrum Broking Limited Centrum Housing Finance Limited

Unity Small Finance Bank Limited (Subsidiary of Centrum Financial Services Limited) (w.e.f August 25, 2021)

Centrum Financial Services Limited Centrum International Services Pte. Limited.

Centrum Alternatives LLP

Modulus Alternatives Investment Managers Limited (formerly Centrum Alternative Investment Managers Limited)

Centrum Capital International Limited

Ignis Capital Advisors Limited (w.e.f October 27,2021)

CCAL Investment Management Limited (Subsidiary of Centrum Capital International Limited)

Centrum Capital Advisors Limited

Centrum Wealth Limited (Subsidiary of Centrum Retail Services Limited) Centrum Microcredit Limited (Merged with the Company)

Centrum Investment Advisors Limited (Subsidiary of Centrum Wealth Limited) Centrum Insurance Brokers Limited (Subsidiary of Centrum Retail Services Limited)

(ii) Associate Acorn Fund Consultants Private Limited

(iii) Key Management Personnel/ Mr. Jaspal Singh Bindra, Executive Chairman

Directors Mr. Chandir Gidwani, Chairman Emeritus (Non- Executive Director)

Mr. Sriram Venkatasubramanian, Chief Financial Officer Mr. Alpesh Shah, Company Secretary (upto October 12, 2021)

Mr. Parthasarthy Iyenger, Company Secretary (w.e.f May 10, 2022)

Mr. Rajasekhara Reddy, Non-Executive Independent Director (Upto September 05, 2022)

Mr. Subhash Kutte, Non-Executive Independent Director

Mr. Manmohan Shetty, Non-Executive Independent Director

Mr. Narayan Vasudeo Prabhutendulkar,Non-Executive Independent Director

Ms. Anjali Seth, Non-Executive Independent Director

Mr. Subrata Kumar Mitra,Non-Executive Independent Director

Mr. Rajesh Kumar Srivastava,Non-Executive Director

Mr. Rajesh Nanavaty, Non-Executive Director (upto August 03, 2021)

Mr. Rishad Byramjee, Non-Executive Director

Mr. Essaji Goolam Vahanvati, Non-Executive Independent Director ( w.e.f. October 14, 2022 )

Mr. Ramchandra Kasargod Kamath, Non-Executive Director Mrs. Mahakhurshid Byramjee, Non-Executive Director Mr. Sankaranarayanan Radhamangalam Anantharaman, Non-Executive Independent Director

(iv) Relatives of Key Management Mr. Amritpal Singh Bindra (Son of Executive Chairman)

Personnel

B. Related parties with whom the Company has entered into transactions during the year:

(i) Enterprise where Key Management Personnel

/Director has Control / Significant Influence Businessmatch Services (India) Private Limited

Sonchajyo Investments and Finance Private Limited

JBCG Advisory Services Private Limited

BG Advisory Services LLP

Jakari Developers Private Limited

Acapella Foods And Restaurants Private Limited

Casby Global Air Private Limited

Club 7 Holidays Limited

The Company''s Board of Directors have overall responsibility for the establishment and oversight of the Company''s risk management framework. The Board of Directors have established the Risk Management Committee, which is responsible for developing and monitoring the Company''s risk management policies. The committee reports regularly to the Board of Directors on its activities.

The Company''s risk management policies are established to identify and analyse the risks faced by the Company, to set appropriate risk limits and controls and to monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to reflect changes in market conditions and the Company''s activities.

The audit committee oversees how management monitors compliance with the Company''s risk management policies and procedures, and reviews the adequacy of the risk management framework in relation to the risks faced by the Company. The audit committee is assisted in its oversight role by internal audit. Internal audit undertakes both regular and adhoc reviews of risk management controls and procedures, the results of which are reported to the audit committee.

a) Credit risk management

Credit risk is the risk that the Company will incur a loss because its trade receivable fail to discharge their contractual obligations. The Company has a comprehensive framework for monitoring credit quality of its Trade receivables based on days past due monitoring at period end. Repayment by individual trade receivable is tracked regularly and required steps for recovery are taken through follow ups and legal recourse.

Credit risk arises from loans and advances, cash and cash equivalents, and deposits with banks and financial institutions

Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises principally from the Company''s receivables from customers and investments in debt securities.

The Company considers probability of default upon initial recognition of asset and whether there has been any significant increase in credit risk on an ongoing basis throughout each reporting period. To assess whether there is a significant

Cash and cash equivalents

Cash and cash equivalents include balance of H 532.80 Lakhs at March 31,2023 (2022: H 2,025.99 Lakhs) is maintained as cash in hand and balances with Bank and financial institution counterparties with good credit rating therefore have limited exposure to credit risk.

Loans and advances

The general creditworthiness of a customer tends to be the most relevant indicator of credit quality of a loan extended to it. The loans given by the Company are unsecured and are considered to have low credit risk based on credit evaluation undertaken by the Company. There is no history of any defaults on these loans. Since few counter parties are related parties and employees of the Company, the Company regularly monitors to ensure that these entities have enough liquidity which safeguards the interest of the Company. The said loans at amortised cost are considered to have low credit risk, and the loss allowance recognised during the period was therefore limited to 12 months expected losses, Management considers instruments to be low credit risk when they have a low risk of default and the issuer has a strong capacity to meet its contractual cash flows obligations in the near terms

Trade Receivables

The Company has established a simplified impairment approach for qualifying Trade receivables. For these assets, Company has recognized a loss allowance based on Lifetime ECLs rather than the two step process under the general approach.

Derivative assets

The Company enters into derivatives for risk management purposes. These include hedges that either meet the hedge accounting requirements or hedges that are economic hedges, but the Company has elected not to apply hedge accounting requirements.

Measurement of Expected Credit Losses

The Company has applied a three-stage approach to measure expected credit losses (ECL) on loans. Assets migrate through following three stages based on the changes in credit quality since initial recognition:

(a) Stage 1: 12- months ECL: For exposures where there is no significant increase in credit risk since initial recognition and that are not credit-impaired upon origination, the portion of the lifetime ECL associated with the probability of default events occurring within the next 12- months is recognized.

(b) Stage 2: Lifetime ECL, not credit-impaired: For credit exposures where there has been a significant increase in credit risk since initial recognition but are not credit-impaired, a lifetime ECL is recognized.

(c) Stage 3: Lifetime ECL, credit-impaired: Financial assets are assessed as credit impaired upon occurrence of one or more events that have a detrimental impact on the estimated future cash flows of that asset. For financial assets that have become credit-impaired, a lifetime ECL is recognized and interest revenue is calculated by applying the effective interest rate to the amortised cost.

At each reporting date, Company assesses whether there has been a significant increase in credit risk of its financial assets since initial recognition by comparing the risk of default occurring over the expected life of the asset. In determining whether credit risk has increased significantly since initial recognition, Company uses information that is relevant and available without undue cost or effort. This includes Company''s internal credit rating grading system, external risk ratings and forward-looking information to assess deterioration in credit quality of a financial asset.

The Company assesses whether the credit risk on a financial asset has increased significantly on an individual

and collective basis. For the purpose of collective evaluation of impairment, financial assets are grouped on the basis of shared credit risk characteristics, taking into account accounting instrument type, credit risk ratings, date of initial recognition, remaining term to maturity, industry, geographical location of the borrower, collateral type, and other relevant factors. For the purpose of individual evaluation of impairment factors such as internally collected data on customer payment record, utilization of granted credit limits and information obtained during the periodic review of customer records such as audited financial statements, budgets and projections are considered.

In determining whether the credit risk on a financial asset has increased significantly, the Company considers the change in the risk of a default occurring since initial recognition. The default definition used for such assessment is consistent with that used for internal credit risk management purposes.

Company measures the amount of ECL on a financial instrument in a way that reflects an unbiased and probability-weighted amount. Company considers its historical loss experience and adjusts the same for current observable data. The key inputs into the measurement of ECL are the probability of default, loss given default and exposure at default. These parameters are derived from Company''s internally developed statistical models and other historical data.

Probability of Default (PD)

Borrowers have been classified into two asset classes -Corporate and Retail. For Corporate borrowers, PD has been mapped using the credible external rating study. For retail borrowers, due to insufficiency of historical data proxy of PD has been mapped from other portfolio of same entity. In case entity does not have any other portfolio,

then rating of Company (group Company) has been used to compute PD.

Loss Given Default (LGD)

Historical recovery is usually considered to calculate Loss Given Default (LGD). For all stages, cases (DPD> 90) are considered while arriving at historical LGD. Recovery period for all the cases are 6 months, the capping is based on assumption that maximum recovery gets incurred within 6 months of default and after that recovery is negligible. For Company significant data for computation of LGD was not available. Hence, Basel reference is used for LGD. Accordingly, we have used 65% as LGD which corresponds against Senior Unsecured Claims.

Exposure at default (EAD)

Exposure at default is the total value an entity is exposed to when a loan defaults. It is the predicted amount of exposure that an entity may be exposed to when a debtor defaults on a loan. The outstanding principal and outstanding arrears reported as of the reporting date for computation of ECL is used as the EAD for all the portfolios.

Loans that are past due but not impaired

Loans that are ''past due but not impaired'' are those for which contractual interest or principal payments are past due but Company believes that impairment is not appropriate on the basis of the level of security or collateral available and/or the stage of collection of amounts owed to Company.

As of 31^st March 2023, Company does not have any exposure on loans and advances that were modified but not derecognised during the year, for which the provision for doubtful debts was measured at a lifetime ECL at the beginning of the year and at the end of the year had changed to 12- months ECL

Concentration of credit risk

The Company monitors concentrations of credit risk by sector and by segments. The major portfolio of Company is under Investments. Company regularly track the performance of the investment portfolio as this has high concentration risk.

b) Liquidity risk

Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Company''s approach to managing liquidity is to ensure, as far as possible, that it will have sufficient liquidity to meet its liabilities when they are due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Company''s reputation. Due to the dynamic nature of the underlying businesses, Company''s treasury maintains flexibility in funding by maintaining availability under committed credit lines.

Note 46: SEGMENT INFORMATION

In accordance with Ind AS 108, ''Operating Segments'', segment information has been given in the consolidated financial statements and therefore, no separate disclosure on segment information is given in the standalone financial statements

Note 47: DISCLOSURE WITH REGARD TO DUES TO MICRO AND SMALL ENTERPRISES

Based on the information available with the Company and has been relied upon by the auditors, none of the suppliers have confirmed to be registered under "The Micro, Small and Medium Enterprises Development (''MSMED'') Act, 2006". Accordingly, no disclosures relating to principal amounts unpaid as at the period ended March 31, 2023 together with interest paid /payable are required to be furnished

Note 48 : Amount shown as H 0.00 lakhs represents amount below H 5000 (Rupees Five Thousand).

Note 49: EVENTS OCCURRING AFTER THE REPORTING PERIOD

No Significant adjusting event occurred between balance sheet date and the date of the approval of these standalone financial statements by the Board of the Directors requiring adjustments on disclosures.

Note 50: PREVIOUS YEAR COMPARATIVES

Figures for the previous year have been regrouped wherever necessary.

Signatures to Notes 1 to 50

SHARP & TANNAN For and on behalf of Board of Directors of

Chartered Accountants Centrum Capital Limited

Firm''s Registration No. 109982W by the hand of

Edwin Paul Augustine Jaspal Singh Bindra

Partner Executive Chairman

Membership No.043385 DIN : 00128320

Place : Mumbai Sriram Venkatasubramanian Parthasarathy Iyengar

Date : May 19, 2023 Chief Financial Officer Company Secretary

Membership No. A21472

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Mar 31, 2018

1. The Company has a process of identification of ‘suppliers’ registered under the Micro, Small and Medium Enterprises Development (‘MSMED’) Act, 2006, by obtaining confirmations from all suppliers. The Company has not received intimation from all the ‘suppliers’ regarding their status under MSMED Act, 2006 and hence disclosures if any, relating to amounts unpaid as at the yearend together with interest paid/payable as required have not been furnished.

2. In accordance with Accounting Standard-17 ‘Segment Reporting’, segment information has been given in the consolidated financial statements of Centrum Capital Limited, and therefore, no separate disclosure on segment information is given in these financial statements

3. Based on the financial estimates and business rationale provided by the management for its exposure in Centrum Infrastructure Advisory Limited (CIAL), Centrum Defence Systems Limited (CDSL) and Centrum Capital Holdings LLC (CCH LLC) confirming fair valuation higher than the cost of Investments of Rs, 5,00,00,000 (P.Y. Rs, 5,00,000) in CIAL, Rs, 3,00,00,000 (P.Y. Rs, 5,00,000) in CDSL and Rs, 1,94,28,125 (P.Y. Rs, 19,428,125) in CCH LLC the management believes that no impairment provision is required in respect of said Investments along with loans advanced amounting to Rs, 17,64,263 (P.Y.Rs, 2,89,64,263) to CIAL , Rs, Nil (P.Y. Rs, 1,83,12,831) to CDSL and Rs, 64,01,272 (P.Y. Rs, 63,91,455 ) to CCH LLC.

4. Other Income

A. During the previous year 2017, the company has sold 16,250 equity shares of its wholly owned subsidiary Buyforex India Limited (BIL) to its Step down subsidiary Centrum Direct Limited (CDL). During the current year, the company has sold the balance 33,750 equity shares of BIL and earned profit of Rs, 79,90,04,604 from this sale.

B. During the year the Company’s subsidiary, Centrum Retail Services Limited (CRSL) has sold its stake in its subsidiary viz. Centrum Direct Limited (CDL) to NYLIM Jacob Ballas India Holdings IV and Jacob Ballas Capital India Private Limited. The Company has received Rs, 22,53,14,291 towards its share of gain/profit on sale of said shares held by CRSL as per terms of agreement dated October 29, 2014. In the previous year, the Company has received Rs, 90,12,55,879 towards its share of gain/profit on sale of said shares held by CRSL as per terms of agreement as stated above.

5. During the year, the Company had issued 2,01,07,260 (Two Crore One Lakh Seven Thousand Two Hundred Sixty only) Warrants Convertible into Equity Shares, to the Promoter of the Company on preferential basis. Each Warrant is convertible into one equity share at a conversion price of Rs, 74.60 per share, including a premium of Rs, 73.60 on each share of Face Value of Rs, 1/-. The rights vested shall be exercised not later than 18 months from the date of allotment in accordance with the SEBI (ICDR) Regulations, 2015. The prospective allottees had paid Rs, 37,50,00,399 towards 25% value of total consideration payable for the Warrants. In case of non exercise of warrants within the period of 18 months, the same shall stand forfeited and the money received against the same shall not be refunded by the Company.

The details of Allottees of Warrants convertible into Equity Shares are as follows: -BG Advisory Services LLP. Rs, 2,01,07,260

As at 31st March 2018, 2,01,07,260 Warrants (Previous Year NIL) were pending to be converted into Equity Shares of Rs, 1/- each. The warrants would be converted into equivalent number of shares on payment of balance amount.

6. Managerial Remuneration

The company has paid a managerial remuneration in excess of the limits as laid down in the Section 197 read with Schedule V to the Act of Rs, 3,39,77,526/- during the financial year 2017-18 to its Executive Chairman. Since the payment of the remuneration is in excess of the limits, the Company made an application to the Central Government. The Central Government has partially allowed the excess remuneration and the Company has made a representation for the balance. The outcome of the same is awaited, pending which the balance amount is held in trust by the executive chairman and hence no adjustment has been made in the accounts.

7. Disclosure relating to CSR expenditure

Gross amount required to be spent by company towards Corporate Social responsibility during the year is Nil. (PY Rs, 17,26,940/-)

8. Prior Year Comparatives

The Figures for the previous year have been regrouped/ rearranged wherever necessary to conform to current year’s classification.

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Mar 31, 2017

Equity Shares

The company has one class of equity shares having a par value of Rs.1/- each. Each holder of equity shares is entitled to one vote per share.

Share allotted as fully paid up pursuant to contract(s) without payment being received in cash(during 5 years immediately preceding March 31, 2017.)

In the year ended June 30, 2014, Company has allotted Bonus Shares in the proportion of 5 (Five) Equity Share of Rs.1/- each for every 1 (One) Equity Share of Rs.1/- each by capitalizing Rs.34,66,93,950/- out of its Securities Premium Reserve. In the year ended June 30, 2012 1,05,783 equity shares (further subdivided during the year 2014 into FV Rs.1 per share and bonus issuance in the ratio of 5:1,pursuant to which the equity shares as at the year ends stands at 63,46,980) were allotted to Capital First Limited (formerly known as Future Capital Holdings Limited) for consideration other than cash pursuant to Share Transfer agreement dated March 29, 2011.

1. Operating lease

i) The Company has entered into cancellable leasing arrangements for corporate and branch offices and residential premises. The lease rentals of Rs.2,98,28,441/-* (previous year Rs.4,91,45,334/-) have been included under the head Rent under Note 24 of Statement of Profit and Loss.

ii) The Company has also entered into non-cancellable leasing arrangement for corporate office and other offices.

*Net of Rent amounting to Rs.5,67,81,571/- (P.Y Rs.3,80,44,474/-) which company has in turn recovered from its group companies.

General description of Company’s significant leasing arrangement:

Corporate Office premises in Mumbai are obtained on operating lease. The lease rent payable is Rs.77,60,400/- (P.Y. Rs.74,87,375/- period July 1, 2015 to March 31, 2016) per month for the period April 1, 2016 to March 31, 2017

2. Interest in joint venture

The Company have 50% interest in Commonwealth Centrum Advisors Limited Accordingly, the following disclosures include Balance Sheet as well as Statement of Profit and Loss numbers of Commonwealth Centrum Advisors Limited.

3. Gratuity and Post employment benefit plans

Short Term Employee Benefits

Liability in respect of short term compensated absences is accounted for at undiscounted amount likely to be paid as per entitlement.

Defined Contribution Plan

Retirement benefits in the nature of Provident Fund, Superannuation Scheme and others which are defined contribution schemes, are charged to the Statement of Profit and Loss of the year when contributions accrue.

Defined Benefit Plan

The liability for Gratuity, a defined benefit obligation, is accrued and provided for on the basis of actuarial valuation using the Projected Unit Credit method as at the Balance Sheet date

Other Long Term Benefits

Long term compensated absences are provided on the basis of an actuarial valuation using the Projected Unit Credit method as at the Balance Sheet date. Actuarial gains and losses comprising of experience adjustments and the effects of changes in actuarial assumptions are recognized in the Statement of Profit and Loss for the year as income or expense.

Disclosure Under AS - 15 (Revised 2005)

Company has adopted the Accounting Standard (AS - 15) (Revised 2005) “Employee Benefits” effective April 01, 2007.

I. Defined Contribution Plans

The Company has classified the various benefits provided to employees as under:

a. Provident Fund

b. Employers’ Contribution to Employees’ State Insurance

The provident fund and the state defined contribution plan are operated by the Regional Provident Fund Commissioner and the Superannuation Fund is administered by the Trustee of the Life Insurance Corporation. Under the schemes, the Company is required to contribute a specified percentage of payroll cost to the retirement benefit schemes to fund the benefits. These funds are recognized by the Income Tax authorities.

II. Defined Benefit Plans

(a) Contribution to Gratuity Fund (Funded Scheme):

In accordance with the Accounting Standard (AS - 15) (Revised 2005), actuarial valuation was performed by independent actuaries in respect of the aforesaid defined benefit plan based on the following assumptions:

4. Derivative Instruments and Un-hedged Foreign Currency Exposure

i. There were no contracts outstanding as at balance sheet date.

ii. Particulars of Unhedged Foreign Currency Exposure are detailed below at the exchange rate prevailing as at balance sheet date

5. Deferred Tax Asset / Liability

In accordance with the Accounting Standard 22 on Accounting for Taxes on Income, the Company has made adjustments in its accounts for deferred tax liabilities / assets.

6. The Company has a process of identification of ‘suppliers’ registered under the Micro, Small and Medium Enterprises Development (‘MSMED’) Act, 2006, by obtaining confirmations from all suppliers. The Company has not received intimation from all the ‘suppliers’ regarding their status under MSMED Act, 2006 and hence disclosures if any, relating to amounts unpaid as at the year end together with interest paid/payable as required have not been furnished.

7. In accordance with Accounting Standard-17 ‘Segment Reporting’, segment information has been given in the consolidated financial statements of Centrum Capital Limited, and therefore , no separate disclosure on segment information is given in these financial statements

8. Based on the financial estimates and business rationale provided by the management for its exposure in Centrum Infrastructure Advisory Limited (CIAL), Centrum Defence Systems Limited (CDSL) and Centrum Capital Holdings LLC (CCH LLC) confirming fair valuation higher than the cost of Investments of Rs.5,00,000 (P.Y. Rs.5,00,000) in CIAL, Rs.5,00,000 (P.Y. Rs.5,00,000) in CDSL and Rs.1,94,28,125 (P.Y. Rs.1,94,28,125) in CCH LLC the management believes that no impairment provision is required in respect of said Investments along with loans advanced amounting to Rs.2,89,64,263 (P.Y. Rs.67,14,263) to CIAL Rs.1,83,12,831 (P.Y. Rs.89,12,831) to CDSL and Rs.63,91,455 (P.Y. Rs.65,27,267) to CCH LLC.

9. Other Income

(a) During the previous year, the Company had entered into an arrangement for sale of 76% stake in its wholly owned subsidiary Buyforex India Limited (BIL) to its step-down subsidiary CentrumDirect Limited (CDL) in a staggered manner over a period of 5 years and received Rs.90,00,00,000 as advance purchase consideration from CDL for the same which was reflected under the head “Other non-current liabilities”. During the current year company divested 32.50% of its stake in its subsidiary BIL, pursuant to receipt of a notice from CentrumDirect Limited exercising its option to buy equity share to the tune of 32.50% of BIL, in accordance with clause 4.1 of the share purchase agreement. To date, the company earned a profit of Rs.38,47,05,922 from this sale.

(b) During the year the Company’s subsidiary, Centrum Retail Services Limited (CRSL) has sold a minority stake in its wholly owned subsidiary viz. CentrumDirect Limited (CDL) to NYLIM Jacob Ballas India Holdings IV and Jacob Ballas Capital India Private Limited. The Company has received Rs.90,12,55,879 towards its share of gain/ profit on sale of said shares held by CRSL as per terms of agreement dated October 29th, 2014.

10. During the year, the Company has issued and allotted Rs.9,30,00,000 worth of secured, unlisted, unrated, redeemable, non-convertible, Principal Protected Market Linked Debentures by way of private placement. During the year, the Company had redeemed its existing secured, unlisted, unrated, redeemable NCDs of amount aggregating Rs.50,74,97,876 during the financial period ended.

1. Managerial Remuneration

The company has paid a managerial remuneration in excess of the limits as laid down in the Section 197 read with Schedule V to the Act of Rs.2,46,01,055 during the financial year 2016-17 to its Executive Chairman. Since the payment of the remuneration is in excess of the limits, the Company made an application to the Central Government. The Central Government has partially allowed the excess remuneration and the Company has made a representation for the balance. The outcome of the same is awaited, pending which the balance amount is held in trust by the executive chairman and hence no adjustment has been made in the accounts.

12. During the previous year, the company had made provision for interest payable of Rs.6,65,93,096 on certain loans availed in earlier years. These provisions were determined to be in excess and hence the Company has reversed these excess provisions in the previous year. This amount is shown as exceptional item.

13. Disclosure relating to CSR expenditure

Gross amount required to be spent by company towards Corporate Social responsibility during the year is Rs.17,26,940.

14. Prior Year Comparatives

During the previous period, the Company has changed its financial year from June 30 to March 31 to comply with the provision of Section 2(41) of the Companies act, 2013. Accordingly, the figures for the previous period are for the nine month’s period from July 1, 2015 to March 31, 2016 and are therefore not comparable with those of the current year.

The figures for the previous year have been regrouped/ rearranged wherever necessary to conform to current year’s classification.

---

Mar 31, 2016

1. Operating lease

i) The Company has entered into cancellable leasing arrangements for corporate and branch offices and residential premises. The lease rentals of Rs. 49,145,334* (previous year Rs. 54,216,391) have been included under the head Rent under Note 24 of Statement of Profit and Loss.

*Net of Rent amounting to Rs. 38,044,474 (P.Y Rs. 60,562,090) which company has in turn recovered from its group companies.

General description of Company’s significant leasing arrangement:

Corporate Office premises in Mumbai are obtained on operating lease. The lease rent payable is Rs. 7,487,375 per month for the period July 1, 2015 to March 31, 2016.

2. Interest in joint venture

The Company have 50% interest in Commonwealth Centrum Advisors Limited Accordingly, the following disclosures include Balance Sheet as well as Statement of Profit and Loss numbers of Commonwealth Centrum Advisors Limited.

(b) In view of assessment order received from income tax authorities demanding Rs. 2,696,060/- towards liability on account of disallowance under Section 14A of Income Tax Act, 1961 for assessment year 2008-2009, based on the facts / merits of the case under question, the Company has duly preferred an appeal and also paid Rs. 1,348,030/-(i.e. 50% of the IT demand vide challan no 56091 dated 28/03/2011) and Rs. 500,000/- (Paid on 07/09/2011) and no provision is considered necessary by the management of the Company.

(c) In view of assessment order received from income tax authorities demanding Rs. 11,310,700/- primarily on account of disallowance under Section 14A of Income Tax Act, 1961 for assessment year 2010-2011, based on the facts / merits of the case under question, the Company has duly preferred an appeal. In the CIT Appeal Company has received an order by partly allowing the disallowance u/s 14A of the I.T.Act, 1961 and for the balance disallowance u/s 14A the company has filed an appeal to ITAT. Hence on the basis of facts of the case, no provision is considered necessary by the management of the Company.

(d) In view of assessment order received from income tax authorities demanding Rs. 8,326,840/- primarily on account of disallowance under Section 14A of Income Tax Act, 1961 for assessment year 2011-2012, based on the facts / merits of the case under question, the Company has duly preferred an appeal. . In the CIT Appeal Company has received an order by partly allowing the disallowance u/s 14A of the I.T.Act,1961 and for the balance disallowance u/s 14A the company has filed an appeal to ITAT. Hence on the basis of facts of the case, no provision is considered necessary by the management of the Company.

3. Gratuity and Post employment benefit plans

Short Term Employee Benefits

Liability in respect of short term compensated absences is accounted for at undiscounted amount likely to be paid as per entitlement.

Defined Contribution Plan

Retirement benefits in the nature of Provident Fund, Superannuation Scheme and others which are defined contribution schemes, are charged to the Statement of Profit and Loss of the year when contributions accrue.

Defined Benefit Plan

The liability for Gratuity, a defined benefit obligation, is accrued and provided for on the basis of actuarial valuation using the Projected Unit Credit method as at the Balance Sheet date

Other Long Term Benefits

Long term compensated absences are provided on the basis of an actuarial valuation using the Projected Unit Credit method as at the Balance Sheet date. Actuarial gains and losses comprising of experience adjustments and the effects of changes in actuarial assumptions are recognized in the Statement of Profit and Loss for the year as income or expense.

Disclosure Under AS - 15 (Revised 2005)

Company has adopted the Accounting Standard (AS - 15) (Revised 2005) “Employee Benefits” effective April 01, 2007.

I. Defined Contribution Plans

The Company has classified the various benefits provided to employees as under:

a. Provident Fund

b. Employers’ Contribution to Employees’ State Insurance

The provident fund and the state defined contribution plan are operated by the Regional Provident Fund Commissioner and the Superannuation Fund is administered by the Trustee of the Life Insurance Corporation. Under the schemes, the Company is required to contribute a specified percentage of payroll cost to the retirement benefit schemes to fund the benefits. These funds are recognized by the Income Tax authorities.

The Company has recognized the following amounts in the statement of Profit and Loss.

II. Defined Benefit Plans

(a) Contribution to Gratuity Fund (Funded Scheme):

In accordance with the Accounting Standard (AS - 15) (Revised 2005), actuarial valuation was performed by independent actuaries in respect of the aforesaid defined benefit plan based on the following assumptions:

4. Deferred Tax Asset / Liability

In accordance with the Accounting Standard 22 on Accounting for Taxes on Income, the Company has made adjustments in its accounts for deferred tax liabilities / assets.

The tax effects of significant temporary differences that resulted in deferred tax assets and liabilities are:

5. The Company has a process of identification of ‘suppliers’ registered under the Micro, Small and Medium Enterprises Development (‘MSMED’) Act, 2006, by obtaining confirmations from all suppliers. The Company has not received intimation from all the ‘suppliers’ regarding their status under MSMED Act, 2006 and hence disclosures if any, relating to amounts unpaid as at the yearend together with interest paid/payable as required have not been furnished.

6. Trade Receivables are subject to confirmations, reconciliations and adjustments, if any, arising there from.

7. The Company has long outstanding trade receivable amounting to Rs. 45,832,632/-(P.Y. Rs. 45,832,632/-).Based on recent trends in collection and status of ongoing lawsuit; the above amount, in view of the management, is fully recoverable and accordingly the same need not be subject to any provisioning.

8. During the previous year, pursuant to enactment of Companies Act,2013 ( the Act), the Company has, effective July 1, 2014, charged depreciation as per useful lives of its tangible assets as specified in schedule II of the Act. In view of the notification no. G.S.R.627 (E) dated August 29, 2014, issued by the ministry of corporate Affairs (MCA), the Company till period ended March 31, 2015 had opted to charge the transitional impact (after retaining the residual value) whose remaining useful life is Nil as at July 1, 2014 to the Statement of Profit and Loss. However, the Company has as at the end of the year revisited the option and as permitted by the said notification, charged an amount of Rs. 10,582,546/- (Net of Deferred Tax Rs. 5,600,697/- to the retained earnings.

9. Based on the financial estimates and business rationale provided by the management for its exposure in Centrum Infrastructure Advisory Limited (CIAL), Centrum Defense Systems Limited (CDSL) and Centrum Capital Holdings LLC (CCH LLC) confirming fair valuation higher than the cost of Investments of Rs. 5.00 Lacs in CIAL, Rs. 5.00 Lacs in CDSL and Rs. 194.28 Lacs in CCH LLC the management believes that no impairment provision is required in respect of said Investments along with loans advanced amounting to Rs. 67.14 Lacs to CIAL , Rs. 89.13 Lacs to CDSL and Rs. 65.27 Lacs to CCH LLC..

10. During the year, the Company has entered into an arrangement for sale of 76% stake in its wholly owned subsidiary Buyforex India Limited to its step-down subsidiary Centrum Direct Limited (CDL) in a staggered manner over a period of 5 years and has received Rs. 9,000 lacs as advance purchase consideration from CDL for the same which is reflected under the head “Other non-current liabilities”.

11. Company had made provision for interest payable of Rs. 665.93 lacs on certain loans availed in earlier years. These provisions were determined to be in excess and hence the Company has reversed these excess provisions in the current year. This amount is shown as exceptional item.

12. During the year, the Company has issued and allotted Rs.4,998.00 Lacs worth of secured, unlisted, unrated, redeemable, non convertible debentures (NCDs) of Rs. 1.00 Lac each by way of private placement. Further the Company had redeemed its existing secured, unlisted, unrated, redeemable NCDs of amount aggregating Rs. 5,654.50 Lacs during and after the financial period ended.

13. (a) During the previous year, The Company, for strategic reasons and to better align its various businesses, has reorganized the Centrum Group Structure by transferring its entire equity investments in its subsidiaries viz. Centrum Wealth Management Limited, Centrum Financial Services Limited and Centrum Direct Limited to a newly formed subsidiary viz. Centrum Retail Services Limited (Formerly known as Centrum Retail Financial Services Limited) and has also incorporated two new subsidiaries viz. Centrum Infrastructure Advisory Limited and Centrum Defense Systems Limited.

(b) During the previous year, the company has sold its investments of Rs. 500,000/- in Centrum Infrastructure & Realty Limited (CIRL) at book value. Consequent upon which, CIRL is no longer a subsidiary of the company as on the balance sheet date.

14. During the previous year, pursuant to divestment by the company of its 10% stake in subsidiary Centrum Retail Services Limited (CRSL)(formerly known as Centrum Retail Financial Services Limited) to two strategic investors at an aggregate consideration of Rs. 184,419,034/-, an amount of Rs. 164,419,034/- (net after adjusting Rs. 20,000,000/received till year end) was receivable. During the year the company has received the said amount of Rs. 164,419,034/45. Amount required to be spent by company towards Corporate Social responsibility during the year is Rs. 13,93,248. Amount actually spent by Company Nil.

15. PARTICULARS OF LOANS, GUARANTEES, INVESTMENTS GIVEN/MADE

16. Prior Year Comparatives

Section 2(41) of the Companies Act, 2013 requires all the companies to have their financial year ending on 31st March 2016.The Company has adopted this change from current financial year and accordingly, the current financial year is for 9 months period from 1st July, 2015 to 31st March, 2016. Hence the figures of current financial year are not comparable to those of previous year. The Figures for the previous year have been regrouped/ rearranged wherever necessary to conform to current year’s classification.

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Jun 30, 2015

1. Nature of Operations

Centrum Capital Limited (the 'Company') is an Investment Banking Company and a SEBI Registered Category-I Merchant Banker. The Company offers a complete gamut of financial services in the areas of equity capital market, private equity, corporate finance, project finance, stressed asset resolution. The Company is also engaged in trading of bonds.

2. Operating lease

i) The Company has entered into cancellable leasing arrangements for corporate and branch Offices and residential premises. The lease rentals of Rs. 54,216,391/-* (previous year Rs. 46,913,171/-) have been included under the head Rent under Note 23 of Statement of Profit and Loss.

*Includes Net of Rent amounting to Rs. 60,562,090/- (P.Y Rs. 50,457,013/-) which company has in turn recovered from its group companies.

3. Interest in joint venture

The Company has 50% interest in Commonwealth Centrum Advisors Limited Accordingly, the following disclosures include Balance Sheet as well as Statement of Profit and Loss numbers of Commonwealth Centrum Advisors Limited.

4. Gratuity and Post employment benefit plans

Short Term Employee Benefits

Liability in respect of short term compensated absences is accounted for at undiscounted amount likely to be paid as per entitlement.

Defend Contribution Plan 7 Retirement benefits in the nature of Provident Fund, Superannuation Scheme and others which are defined contribution schemes, are charged to the Statement of Profit and Loss of the year when contributions accrue.

Defined Benefit Plan

The liability for Gratuity, a defined benefit obligation, is accrued and provided for on the basis of actuarial valuation using the Projected Unit Credit method as at the Balance Sheet date

Other Long Term Benefits

Long term compensated absences are provided on the basis of an actuarial valuation using the Projected Unit Credit method as at the Balance Sheet date. Actuarial gains and losses comprising of experience adjustments and the effects of changes in actuarial assumptions are recognised in the Statement of Profit and Loss for the year as income or expense.

Disclosure Under AS – 15 (Revised 2005)

Company has adopted the Accounting Standard (AS – 15) (Revised 2005) "Employee Benefits" effective April 01, 2007.

I. Defined Contribution Plans: The Company has classified the various benefits provided to employees as under:

a. Provident Fund

b. Employers' Contribution to Employees' State Insurance

The provident fund and the state defined contribution plan are operated by the Regional Provident Fund Commissioner and the Superannuation Fund is administered by the Trustee of the Life Insurance Corporation. Under the schemes, the Company is required to contribute a specified percentage of payroll cost to the retirement benefit schemes to fund the benefits. These funds are recognized by the Income Tax authorities.

5. Derivative Instruments and Un-hedged Foreign Currency Exposure

i. There were no contracts outstanding as at balance sheet date.

ii. Particulars of Unhedged Foreign Currency Exposure are detailed below at the exchange rate prevailing as at balance sheet date

6. Deferred Tax Asset / Liability

In accordance with the Accounting Standard 22 on Accounting for Taxes on Income, the Company has made adjustments in its accounts for deferred tax liabilities / assets.

The tax effects of significant temporary differences that resulted in deferred tax assets and liabilities are:

7. The Company has a process of identification of 'suppliers' registered under the Micro, Small and Medium Enterprises Development ('MSMED') Act, 2006, by obtaining confirmations from all suppliers. The Company has not received intimation from all the 'suppliers' regarding their status under MSMED Act, 2006 and hence disclosures if any, relating to amounts unpaid as at the year end together with interest paid/payable as required have not been furnished.

8. Trade Receivables are subject to confirmations, reconciliations and adjustments, if any, arising there from.

9. The Company has long outstanding trade receivable amounting to Rs. 45,832,632/-(P.Y. Rs. 45,832,632/-).Based on recent trends in collection and status of ongoing lawsuit; the above amount, in view of the management, is fully recoverable and accordingly the same need not be subject to any provisioning.

10. Pursuant to enactment of Companies Act,2013 ( the Act), the Company has, effective July 1, 2014, charged depreciation as per useful lives of its tangible assets as specified in Schedule II of the Act. In view of the notification no. G.S.R.627 (E) dated August 29, 2014, issued by the ministry of corporate Affairs (MCA), the Company till period ended March 31, 2015 had opted to charge the transitional impact (after retaining the residual value) whose remaining useful life is Nil as at July 1, 2014 to the Statement of Profit and Loss. However, the Company has as at the end of the year revisited the option and as permitted by the said notification, charged an amount of Rs. 10,582,546/- (Net of Deferred Tax Rs. 5,600,697/- to the retained earnings.

11. Based on the audited financial statements of Centrum Capital Holdings LLC ('CCHLLC' - audited by a firm of Chartered Accountants other than Haribhakti & Co. LLP) for year ended June 30, 2015, it has incurred losses of Rs. 270,683/- (P.Y Rs. 28,066/-). Accordingly, on the basis of financial estimates provided by the management of CCHLLC confirming fair valuation higher than the cost of Investments in CCHLLC in the books of the Company and which is duly approved by the Audit Committee of the Board of Directors of the Company, the management of the Company believes that no impairment is necessitated in respect of said Investments.

12. (a) During the period, The Company, for strategic reasons and to better align its various businesses, has reorganized the Centrum Group Structure by transferring its entire equity investments in its subsidiaries viz. Centrum Wealth Management Limited, Centrum Financial Services Limited and Centrum Direct Limited to a newly formed subsidiary viz. Centrum Retail Services Limited (Formerly known as Centrum Retail Financial Services Limited) and has also incorporated two new subsidiaries viz. Centrum Infrastructure Advisory Limited and Centrum Defence Systems Limited.

(b) During the year, the company has sold its investments of Rs. 500,000/- in Centrum Infrastructure & Realty Limited (CIRL) at book value. Consequent upon which, CIRL is no longer a subsidiary of the company as on the balance sheet date.

13. Pursuant to divestment by the company of its 10% stake in subsidiary Centrum Retail Services Limited (CRSL) (formerly known as Centrum Retail Financial Services Limited) to two strategic investors at an aggregate consideration of Rs. 184,419,034/-, an amount of Rs. 164,419,034/- (net after adjusting Rs. 20,000,000/- received till year end) is receivable, which is reflected in Note No. 18 "Other Current Assets" under head "Other Receivable". Against the said outstanding, the company has since realized an amount of Rs. 46,104,730/- and expects to receive the balance consideration in due course.

14. Prior Year Comparatives

The Figures for the previous year have been regrouped/ rearranged wherever necessary to conform to current year's classification.

---

Jun 30, 2014

1. Segment Information

Business Segment

The Company has for the purpose of segment reporting identified two major businesses i.e. Investment Banking and Trading in Bonds. Segments have been identified and reported based on the nature of operation involved, the risks and returns, the organization structure and the internal financial reporting systems.

Segment information for secondary segment reporting (by geographical segment). Company’s operations are mainly conducted in India. Company has a representative ofce at Dubai. Consequently the commercial risks and returns involved the basis of geographic segmentation is relatively insignificant. Accordingly, secondary segment disclosures based on geographic segments have not been reported.

Segment wise information for the year ended 30th June 2014 (i) Information about Primary business Segments.

(i) All of the Company’s operations are conducted in India. Consequently the commercial risks and returns involved on the basis of geographic segmentation are relatively insignificant.Accordingly, secondary segment disclosures based on geographic segments have not been reported.

(ii) The Company is organised into two main business segments namely:

- Investments Banking - Comprising financial services and merchant banking activities.

- Trading in Bonds - Comprising of purchase and sale of bonds.

(iii) Items that relate to the enterprise as a whole or at corporate level not attributable to a particular segment are included under “Unallocated”. (iv) There are no Intersegment transfers.

2. Related Party Disclosures

(i) Names of Related Parties

In terms of Accounting Standard 18 (AS-18) ‘Related Party Disclosures’, notifed in the Companies (Accounting Standards) Rules, 2006, the disclosures of transactions with the related parties as Defined in AS-18 are given below :

Subsidiary Companies :

- CentrumDirect Limited

- Centrum Financial Services Limited

- Centrum Wealth Management Limited

- Centrum Broking Limited

- Centrum Infrastructure & Realty Limited

- Centrum Capital Holdings LLC

- Accounts Receivable Management Services (India) Limited (Upto May 15, 2014)

Stepdown Subsidiaries :

- Club 7 Holidays Limited (Subsidiary of CentrumDirect Limited)

- Centrum Securities LLC (Subsidiary of Centrum Capital Holdings LLC)

Joint Ventures : - Commonwealth Centrum Advisors Limited Names of other related parties with whom transactions have taken place during the year

Enterprise controlled by Key Management Personnel:

- Businessmatch Services (India) Private Limited

- Sonchajyo Investments & Finance Private Limited

Associates / entities where company has significant infuence

- Centrum Securities Private Limited

- Essel Centrum Holdings Limited

Key Management Personnel

- Mr. P. R. Kalyanaraman, Managing Director

- Mr. Chandir Gidwani, Non Executive Chairman

- Mr. Alpesh Shah, Company Secretary

3. Operating lease

i) The Company has entered into cancellable leasing arrangements for corporate and branch ofces and residential premises. The lease rentals of Rs. 46,913,171/- (previous year Rs. 2,250,358/-) have been included under the head Rent under Note 23 of Statement of profit and Loss.

ii) The Company has also entered into non-cancellable leasing arrangement for corporate ofce.

* Includes Rent amounting to Rs. 60,029,730/- (P.Y Rs. 50,457,013/-) which company has inturn recovered from its group companies.

General description of Company’s significant leasing arrangement:

Corporate Ofce premises in Mumbai are obtained on operating lease. The lease rent payable is Rs. 85,84,800/- per month for the period July 1, 2013 to November, 2013.The lease rent was revised in December 2013 and consequently the lease rent payable is Rs. 90,14,040/- per month for the period December 01, 2013 to June 30, 2014.

The lease term is for a period of 4 years with a lock in period of 12 months and thereafter as per the mutual agreement between the lessor and the Company. There is an escalation clause in the lease agreement @ 5 % every year which will be reviewed mutually every year by the Company and the lessor hence efect of escalation is not taken in the above disclosure.

4. Interest in joint venture

The Company have 50% interest in Commonwealth Centrum Advisors Limited Accordingly, the following disclosures include Balance Sheet as well as profit & Loss numbers of Commonwealth Centrum Advisors Limited.

5. (a) Contingent Liabilities not provided for

(Rs) Particulars 30th June, 2014 30th June, 2013

Corporate Guarantees given by the company :

- Subsidiary 977,500,000 967,500,000

Partly paid equity shares of Essel- Centrum Holdings Limited 4,000,000 4,000,000

Income Tax in respect of Assessment Year 2008-2009 in respect of 848,030 848,030

which the Company has gone on appeal

Income Tax in respect of Assessment Year 2010-2011 in respect of 11,310,700 11,310,700

which the Company has gone on appeal

Income Tax in respect of Assessment Year 2011-2012 in respect of 8,326,840 NIL

which the Company has gone on appeal

(b) In view of assessment order received from income tax authorities demanding Rs. 2,696,060/- towards liability on account of disallowance under Section 14A of Income Tax Act, 1961 for assessment year 2008-2009, based on the facts / merits of the case under question, the Company has duly preferred an appeal and also paid Rs 1,348,030/- (i.e. 50% of the IT demand vide challan no 56091 dated 28/03/2011) and Rs 500,000/- (Paid on 07/09/2011) and no provision is considered necessary by the management of the Company.

(c) In view of assessment order received from income tax authorities demanding Rs. 11,310,700/- primarily on account of disallowance under Section 14A of Income Tax Act, 1961 for assessment year 2010-2011, based on the facts / merits of the case under question, the Company has duly preferred an appeal. Hence on the basis of facts of the case, no provision is considered necessary by the management of the Company.

(d) In view of assessment order received from income tax authorities demanding Rs. 8,326,840/- primarily on account of disallowance under Section 14A of Income Tax Act, 1961 for assessment year 2011-2012, based on the facts / merits of the case under question, the Company has duly preferred an appeal. Hence on the basis of facts of the case, no provision is considered necessary by the management of the Company.

6. Gratuity and Post employment benefit plans

Short Term Employee benefits

Liability in respect of short term compensated absences is accounted for at undiscounted amount likely to be paid as per entitlement.

Defined Contribution Plan

Retirement benefits in the nature of Provident Fund, Superannuation Scheme and others which are Defined contribution schemes, are charged to the Statement of profit and Loss of the year when contributions accrue.

Defined benefit Plan

The liability for Gratuity, a Defined benefit obligation, is accrued and provided for on the basis of actuarial valuation using the Projected Unit Credit method as at the Balance Sheet date

Other Long Term benefits

Long term compensated absences are provided on the basis of an actuarial valuation using the Projected Unit Credit method as at the Balance Sheet date. Actuarial gains and losses comprising of experience adjustments and the efects of changes in actuarial assumptions are recognised in the Statement of profit and Loss for the year as income or expense.

Disclosure Under AS – 15 (Revised 2005)

Company has adopted the Accounting Standard (AS – 15) (Revised 2005) “Employee benefits” efective April 01, 2007.

I. Defined Contribution Plans: The Company has classified the various benefits provided to employees as under:

a. Provident Fund

b. Employers’ Contribution to Employees’ State Insurance

The provident fund and the state Defined contribution plan are operated by the Regional Provident Fund Commissioner and the Superannuation Fund is administered by the Trustee of the Life Insurance Corporation. Under the schemes, the Company is required to contribute a specified percentage of payroll cost to the retirement benefit schemes to fund the benefits. These funds are recognized by the Income Tax authorities.

II. Defined benefit Plans

(a) Contribution to Gratuity Fund (Funded Scheme):

In accordance with the Accounting Standard (AS - 15) (Revised 2005), actuarial valuation was performed by independent actuaries in respect of the aforesaid Defined benefit plan based on the following assumptions:

7. Derivative Instruments and Un-hedged Foreign Currency Exposure

i. There were no contracts outstanding as at balance sheet date.

ii. Particulars of Unhedged Foreign Currency Exposure are detailed below at the exchange rate prevailing as at balance sheet date

8. Deferred Tax Asset / Liability

In accordance with the Accounting Standard 22 on Accounting for Taxes on Income, the Company has made adjustments in its accounts for deferred tax liabilities / assets.

The tax efects of significant temporary diferences that resulted in deferred tax assets and liabilities are:

9. During the previous year, the Company had held Extraordinary general meeting on June 13, 2013, wherein members have approved increase in authorized capital from Rs. 100,000,000 (Rupees Ten Crores) divided into 1,00,00,000 equity shares of Rs. 10/- each to Rs. 420,000,000 (Rupees Forty Two Crores) divided into 4,20,00,000 equity shares of Rs. 10 each.

Members have also approved sub division of Equity shares of Face Value of Rs. 10/- each into Equity shares of Rs. 1/- each and Issue of Bonus Equity Shares in the ratio of 5:1 after subdivision of shares. The subdivision was efective and simultaneous with the allotment of Bonus shares by the Board or as per the advice of the Stock Exchange. BSE has issued a notice vide Notice Number 20130619-23 dated June 19, 2013 informing the Trading Members that record date for sub division and bonus issue will be on July 04, 2013.

Consequent upon which, subsequent to balance sheet date the Company has sub divided equity share of Rs.10 /- each to 10 shares of Rs. 1/- each. Further vide board resolution dated July 08, 2013, Company has allotted Bonus Shares in the proportion of 5 (Five) Equity Share of Rs. 1/- each for every 1 (One) Equity Share of Rs. 1/- each by capitalizing Rs. 346,693,950/- out of its Securities Premium Account.

10. During the previous year, BrihanMumbai Municipal Corporation (BMC) had made downward revision in property tax rate with retrospective efect from April 2010 and company being a benefciary had recognized the refund of Rs. 27,442,679/- against the property taxes paid for period April 2010 to March 2012 and reversal of Rs. 2,762,780/- for excess property tax provided for period April 2012 to June 2012. The Company had recognized the same as income amounting to Rs. 30,205,459/- as shown in Statement of profit and loss under the head exceptional items.

11. During the year, the company has repaid Rs. 240,000,000/- out of the loan of Rs. 620,000,000/- availed from its than JV partner, for the purpose of buying out the stake of its JV partner in CentrumDirect Limited. In light of the above both parties have reached an in-principle understanding that interest on the said loan will not be payable with efect from April 01, 2013.

12. The Company has a process of identifcation of ‘suppliers’ registered under the Micro, Small and Medium Enterprises Development (‘MSMED’) Act, 2006, by obtaining confirmations from all suppliers. The Company has not received intimation from all the ‘suppliers’ regarding their status under MSMED Act, 2006 and hence disclosures if any, relating to amounts unpaid as at the year end together with interest paid/payable as required have not been furnished.

13. Trade Receivables are subject to confirmations, reconciliations and adjustments, if any, arising there from.

14. The Company has long outstanding trade receivable amounting to Rs. 45,832,632/-(P.Y. Rs. 45,832,632/-).Based on recent trends in collection and status of ongoing lawsuit; the above amount, in view of the management, is fully recoverable and accordingly the same need not be subject to any provisioning.

15. a) Based on the audited financial statements of Centrum Broking Limited (‘CBL’ - audited by a firm of Chartered Accountants other than Haribhakti & Co. LLP) for year ended June 30, 2014, it has incurred losses of Rs. 28,635,539/- (P.Y Rs. 44,948,659 /-). Accordingly, on the basis of financial estimates provided by the management of CBL confirming fair valuation higher than the cost of Investments in CBL in the books of the Company and which is duly approved by the Audit Committee of the Board of Directors of the Company, the management of the Company believes that no impairment is necessitated in respect of said Investments.

b) Based on the audited financial statements of Centrum Capital Holdings LLC (‘CCHLLC’ - audited by a firm of Chartered Accountants other than Haribhakti & Co. LLP) for year ended June 30, 2014, it has incurred losses of Rs. 28,066/- (P.Y Rs. 132,692/-). Accordingly, on the basis of financial estimates provided by the management of CCHLLC confirming fair valuation higher than the cost of Investments in CCHLLC in the books of the Company and which is duly approved by the Audit Committee of the Board of Directors of the Company, the management of the Company believes that no impairment is necessitated in respect of said Investments.

c) Based on the audited financial statements of Centrum Wealth Management Limited (‘CWML’ - audited by a firm of Chartered Accountants other than Haribhakti & Co. LLP) for year ended June 30, 2014, it has incurred losses of Rs. 59,945,030/- (P.Y Rs. 42,126,272 /-). Accordingly, on the basis of financial estimates provided by the management of CWML confirming fair valuation higher than the cost of Investments in CWML in the books of the Company and which is duly approved by the Audit Committee of the Board of Directors of the Company, the management of the Company believes that no impairment is necessitated in respect of said Investments.

16. During the year, the Company has paid in full, service tax dues under the Service Tax Voluntary Compliance Encouragement Scheme (VCES), towards short payment of service tax for the period April 2012 to December 2012 amounting to Rs. 74,557,031/- wherein the above service tax liability can be paid in future years without any Interest and penalty thereon.

17. During the year, the company has sold its investments of Rs. 400,000/- in Accounts Receivables Management Services (India) Limited (ARMS) at book value. Consequent upon which, ARMS is no longer a subsidiary of the company as on the balance sheet date.

18. Prior Year Comparatives

The Figures for the previous year have been regrouped/ rearranged wherever necessary to conform to current year’s classification.

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Jun 30, 2013

1. Nature of Operations

Centrum Capital Limited (the ''Company'') is an Investment Banking Company and a SEBI Registered Category-I Merchant Banker. The Company ofers a complete gamut of fnancial services in the areas of equity capital market, private equity, corporate fnance, project fnance, stressed asset resolution. The Company is also engaged in trading of bonds.

2. Segment Information

Business Segment

The Company has for the purpose of segment reporting identifed two major businesses i.e. Investment Banking and Trading in Bonds. Segments have been identifed and reported based on the nature of operation involved, the risks and returns, the organization structure and the internal fnancial reporting systems.

Segment information for secondary segment reporting (by geographical segment). Company''s operations are mainly conducted in India. Company has a representative ofce at Dubai. Consequently the commercial risks and returns involved the basis of geographic segmentation is relatively insignifcant. Accordingly, secondary segment disclosures based on geographic segments have not been reported.

3. Operating lease

i) The Company has entered into cancellable leasing arrangements for corporate and branch ofces and residential premises. The lease rentals of Rs. 2,250,358/- (previous year Rs. 8,294,230/-) have been included under the head Rent under Note 14 of Statement of Proft and Loss.

ii) The Company has also entered into non-cancellable leasing arrangement for corporate ofce.

General description of Company''s signifcant leasing arrangement:

Corporate Ofce premises in Mumbai are obtained on operating lease. The lease rent payable (including amenities) is Rs. 9,977,527/- per month for the period July, 2012 to November, 2012. The lease rent was revised in December 2012 and consequently the lease rent payable(excluding amenities) is Rs. 8,584,800/- per month for the period 1st December, 2012 to 30th June, 2013.

The lease term is for a period of 4 years with a lock in period of 12 months and thereafter as per the mutual agreement between the lessor and the Company, there is an escalation clause in the lease agreement @ 5 % every year which will be reviewed mutually every year by the Company and the lessor hence efect of escalation is not taken in the above disclosure.

4. Interest in joint venture

The Company have 50% interest in Commonwealth Centrum Advisors Limited Accordingly, the following disclosures include Balance Sheet as well as Proft & Loss numbers of Commonwealth Centrum Advisors Limited.

5. Allotment to Centrum ESPS Trust as per Securities and Exchange Board of India (Employee Stock Option Scheme and Employee Stock Purchase Scheme) Guidelines, 1999

The Company had allotted 409,686 Equity Shares of Rs. 10/- each at a premium of Rs. 740.05 per share aggregating to Rs. 750.05 per share to Centrum ESPS Trust during the fnancial year 2010-2011. The face value of Rs. 10/- per share payable on the said shares was received during year ended 2011. During the year ended June 2012 the company has received the premium amount payable on the said shares by using the proceeds of loan taken from the Company. The Trust will allocate the said shares as per the resolutions passed in the meeting of the shareholders of the Company and in accordance with the terms and conditions mentioned in the Employee Stock Purchase Scheme 2008 approved by the Remuneration/Compensation Committee of the Board of the Company.

6. (a) Contingent Liabilities not provided for

(Rs.) Particulars 30th June, 2013 30th June, 2012

Corporate Guarantees given by the company :

- Subsidiary 967,500,000 967,500,000

Partly paid equity shares of Essel-Centrum Holdings Limited 4,000,000 4,000,000

Income Tax in respect of Assessment Year 2008-2009 in respect of 2,696,060 2,696,060 which the Company has gone on appeal

Income Tax in respect of Assessment Year 2010-2011 in respect of 11,310,700 which the Company has gone on appeal

7. (b) In view of assessment order received from income tax authorities demanding Rs. 2,696,060/- towards liability on account of disallowance under section 14A of Income Tax Act, 1961 for assessment year 2008-2009, based on the facts / merits of the case under question, the Company has duly preferred an appeal and also paid Rs. 1,348,030/- (i.e. 50% of the IT demand vide challan no 56091 dated 28th March 2011) and Rs. 500,000/- (Paid on 7th September 2011) and no provision is considered necessary by the management of the Company.

8. (c) In view of assessment order received from income tax authorities demanding Rs. 11,310,700/- primarily on account of disallowance under section 14A of Income Tax Act, 1961 for assessment year 2010-2011, based on the facts / merits of the case under question, the Company has duly preferred an appeal. Hence on the basis of facts of the case, no provision is considered necessary by the management of the Company.

9. Gratuity and Post employment beneft plans

The Company has a defned beneft gratuity plan. Every employee who has completed 5 years or more of service gets a gratuity on leaving the services of the Company, at 15 days salary (last drawn basic salary) for each completed year of service. The Company makes contribution to an approved gratuity fund which is covered under the group gratuity scheme of the Life Insurance Corporation of India.

The following table summarizes the components of net beneft expense recognized in the Statement of Proft and Loss and funded status and amount recognized in the balance sheet for gratuity.

10. During the year, company had held Extraordinary general meeting on 13th June 2013, wherein members have approved increase in authorized capital from Rs. 100,000,000 (Rupees Ten Crores) divided into 10,000,000 equity shares of Rs. 10/- each to Rs. 420,000,000 (Rupees Forty Two Crores) divided into 42,000,000 equity shares of Rs. 10 each.

Members have also approved sub division of Equity shares of Face Value of Rs. 10/- each into Equity shares of Rs. 1/- each and Issue of Bonus Equity Shares in the ratio of 5:1 after subdivision of shares. The subdivision was efective and simultaneous with the allotment of Bonus shares by the Board or as per the advice of the Stock Exchange.BSE has issued a notice vide Notice Number 20130619-23 dated 19th June, 2013 informing the Trading Members that record date for sub division and bonus issue will be on 4th July 2013.

Consequent upon which, subsequent to balance sheet date the company has sub divided equity share of Rs.10 /- each to 10 shares of Rs. 1/- each. Further vide board resolution dated 8th July 2013, company has allotted Bonus Shares in the proportion of 5 (Five) Equity Share of Rs. 1/- each for every 1 (One) Equity Share of Rs. 1/- each by capitalizing Rs. 346,693,950/- out of its Securities Premium Account.

Basic and diluted earning per Share (for current year and previous year) has been restated on the basis of new number of equity shares.

11. During the year, BrihanMumbai Municipal Corporation (BMC) has made downward revision in property tax rate with retrospective efect from April 2010 and company being a benefciary recognized the refund of Rs. 27,442,679/- against the property taxes paid for period April 2010 to March 2012 and reversal of Rs. 2,762,780/- for excess property tax provided for period April 2012 to June 2012.

The Company has recognized the same as income amounting to Rs. 30,205,459/- as shown in Statement of Proft and loss under the head exceptional items.

12. The Company has a process of identifcation of ''suppliers'' registered under the Micro, Small and Medium Enterprises Development (''MSMED'') Act, 2006, by obtaining confrmations from all suppliers. The Company has not received intimation from all the ''suppliers'' regarding their status under MSMED Act, 2006 and hence disclosures if any, relating to amounts unpaid as at the year end together with interest paid/payable as required have not been furnished.

13. Trade Receivables are subject to confrmations, reconciliations and adjustments, if any, arising there from.

14. The Company has long outstanding trade receivable amounting to Rs. 45,832,632/-(P.Y. Rs. 64,953,975/-).Based on recent trends in collection, sale of pledge shares and status of ongoing lawsuit; the above amount, in view of the management, is fully recoverable and accordingly the same need not be subject to any provisioning.

15. (a) Based on the audited fnancial statements of Centrum Broking Limited (''CBL'' - audited by a frm of Chartered Accountants other than Haribhakti & Co.) for year ended 30th June, 2013, it has incurred losses of Rs. 44,948,659 (P.Y Rs. 157,374,186/-). Accordingly, on the basis of fnancial estimates provided by the management of CBL confrming fair valuation higher than the cost of Investments in CBL in the books of the Company and which is duly approved by the Audit Committee of the Board of Directors of the Company, the management of the Company believes that no impairment is necessitated in respect of said Investments.

15. (b) Based on the audited fnancial statements of Centrum Infrastructure & Reality Limited (''CIRL'' - audited by a frm of Chartered Accountants other than Haribhakti & Co.) for year ended 30th June, 2013, it has incurred losses of Rs. 13,092,746 (P.Y Rs.14,615,068/-). Accordingly, on the basis of fnancial estimates provided by the management of CIRL confrming fair valuation higher than the cost of Investments in CIRL in the books of the Company and which is duly approved by the Audit Committee of the Board of Directors of the Company, the management of the Company believes that no impairment is necessitated in respect of said Investments.

15. (c) Based on the audited fnancial statements of Centrum Wealth Management Limited (''CWML'' - audited by a frm of Chartered Accountants other than Haribhakti & Co.) for year ended 30th June, 2013, it has incurred losses of Rs. 42,126,272 (P.Y Rs.169,142,445/-). Accordingly, on the basis of fnancial estimates provided by the management of CWML confrming fair valuation higher than the cost of Investments in CWML in the books of the Company and which is duly approved by the Audit Committee of the Board of Directors of the Company, the management of the Company believes that no impairment is necessitated in respect of said Investments.

16. The Company intends to opt for Service Tax Voluntary Compliance Encouragement Scheme (VCES), for short payment of service tax for the period from April 2012 to December 2012 amounting to Rs. 74,557,031/- wherein the above service tax liability can be paid in future years without any Interest and penalty thereon.

17. During the previous year, the Company had initiated the process of liquidation of Centrum Securities (Europe) Limited, London, a Wholly Owned Subsidiary of the Company. Further as per the Statement of accounts from liquidator, the Company has written of Rs. 5,067,371/- in previous year and Euro 7136.45 (Rs. 532,879/-) is recoverable against the balance of investments.

Further amount receivable of Rs. 532,879/-from Centrum Securities (Europe) Limited is shown under the head Investment in the previous year have been reclassifed under the head Short Term Loans and Advances.

18. Prior Year Comparatives

The Figures for the previous year have been regrouped/ rearranged wherever necessary to conform to current year''s classifcation

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Jun 30, 2009

1. Nature of Operations

Centrum Capital Limited (the Company) is an Investment banking Company and a Category-I Merchant Banker. The Company is engaged in equity capital market, private equity, corporate finance, project finance, stressed asset resolution and offers a complete gamut of financial services. The Company is also engaged in trading of bonds.

2. Sundry debtors includes Rs. 226,985,560 (Previous year Rs. 219,987,974), amount overdue for more than 6 months Rs. 208,609,862 (Previous year Rs. 183,527,154) receivable from certain parties. These parties have confirmed the balance outstanding, as at June 30, 2009 and in view of the management no provision is considered necessary.

3. Segment Information

Business Segment:

As of June 30, 2009, the Company has for the purpose of segment reporting identified two major businesses i.e. Investment Banking and Trading in bonds. Segments have been identified and reported based on the nature of operation involved, the risks and returns, the organization structure and the internal financial reporting systems.

Segment information for secondary segment reporting (by geographical segment):

Companys operations are mainly conducted in India. Company has a representative office at Dubai.

Consequently the commercial risks and returns involved the basis of geographic segmentation are relatively insignificant. Accordingly, secondary segment disclosures based on geographic segments have not been reported.

Segment wise details are given in Annexure -1.

4. Related Party Disclosures

In terms of Accounting Standard 18 (AS-18) Related Party Disclosures, notified in the Companies (Accounting Standards) Rules, 2006, the disclosures of transactions with the related parties as defined in AS-18 are given below:

Subsidiary Companies (Refer note 19 of schedule 16)

Centrum Infrastructure & Realty Limited

Centrum Financial Services Limited (Formerly known as Shri Santram Finance Limited) w.e.f. March 2, 2009

Centrum Investments Limited

Accounts Receivables Management Services (I) Limited w.e.f. August 8, 2008

Centrum Capital Holdings LLC w.e.f. August 5, 2008

Centrum Securities LLC (Subsidiary of Centrum Capital Holdings LLC)

Joint Ventures

(Refer note 19 of schedule 16)

FCH CentrumDirect Limited) formerly known as CentrumDirect Limited) FCH Centrum Wealth Managers Limited(formerly known as Centrum Wealth Managers Limited)

i Names of other related parties with whom transactions have taken place during the year:

Enterprise controlled by Key Management Personnel

Businessmatch Services (India) Private Limited

P & M Infrastructure Limited

Centrum Fiscal Private Limited

Sonchajyo Investments & Finance Private Limited

Associates / entities where company has significant influence

Centrum Broking Private Limited

Centrum Securities Private Limited

Club 7 Holidays Limited! formerly known as Club 7 Holidays Private Limited)

(Subsidiary of FCH CentrumDirect Limited, w.e.f.December 12, 2008) Centrum ESPS Trust

Key Management Personnel

Mr. Chandir Gidwani, Chairman

Mr. T. R. Madhavan, Managing Director

Ms. Sonia Gidwani, Whole Time Director

5. Interest in joint venture

The Company has a 50% interest in the assets, liabilities, expenses and income of FCH CentrumDirect Limited engaged in money changing business and FCH Centrum Wealth Managers Limited engaged in the business of wealth management and distribution of investment products.

6. Allotment to Centrum ESPS Trust as per Securities and Exchange Board of India (Employee Stock Option Scheme and Employee Stock Purchase Scheme) Guidelines, 1999

In the previous year, the Company had allotted 409,686 Equity Shares of Rs.10/- each at a premium of Rs.740.05 per share aggregating to Rs.750.05 per share to Centrum ESPS Trust. The face value of Rs.10/- per share payable on the said shares has been received by the Company by using the proceeds of loan taken from the Company. The premium amount shall be accounted as and when received. The Trust will allocate the said shares as per the resolutions passed in the meeting of the shareholders of the Company and in accordance with the terms and conditions mentioned in the Employee Stock Purchase Scheme 2008 approved by the Remuneration/ Compensation Committee of the Board of the Company.

7. Contingent Liabilities not provided for Rupees

Particulars As at June 30, 09 As at June 30, 08

Corporate Guarantees given by the Company:

(i) Associate 660,100,000 310,100,000

(ii) Joint Ventures Limit 390,000,000 310,000,000

Outstanding 287,541,695 198,467,891 Partly paid equity shares of Essel Centrum Holdings Limited 4,000,000 4,000,000

8. Gratuity and Post employment benefit plans

The Company has a defined benefit gratuity plan. Every employee who has completed 5 years or more of service gets a gratuity on leaving the services of the Company, at 15 days salary (last drawn basic salary) for each completed year of service. The Company makes contribution to an approved gratuity fund which is covered under the group gratuity scheme of the Life Insurance Corporation of India.

The following table summaries the components of net benefit expense recognized in the Profit and Loss account and funded status and amount recognized in the balance sheet for gratuity.

9. Derivative Instruments and Un-hedged Foreign Currency Exposure

i. There were no contracts outstanding as at balance sheet date.

ii. Particulars of Unhedged Foreign Currency Exposure are detailed below at the exchange rate prevailing as at balance sheet date

10. Deferred Tax Asset / Liability

In accordance with the Accounting Standard 22 on Accounting for Taxes on Income, the Company has made adjustments in its accounts for deferred tax liabilities / assets.

11. The Company has initiated the process of identification of suppliers registered under the Micro, Small and Medium Enterprises Development (MSMED) Act, 2006, by obtaining confirmations from all suppliers. The Company has not received intimation from all the suppliers regarding their status under MSMED Act, 2006 and hence disclosures if any, relating to amounts unpaid as at the year end together with interest paid/payable as required have not been furnished.

12. During the year, 0.1% share holding of FCH Centrum Wealth Managers Limited and FCH CentrumDirect Limited was transferred from Future Capital Holdings Limited (FCH) to Centrum Capital Limited (CCL), in accordance with the Joint Venture Agreement executed on 11th March 2008 between CCL and FCH, the same are now 50:50 joint venture partners effective June 12, 2009 and June 16, 2009 respectively. This has resulted in a change in the status of FCH CentrumDirect Limited and FCH Centrum Wealth Managers Limited from subsidiaries of CCL (by virtue of control till previous year) to Joint Ventures between CCL and FCH.

13. Previous year comparatives

Previous years figures have been regrouped / rearranged wherever necessary to conform to current years classification.

The figures of previous year were audited by a firm of Chartered Accountants other than S.R.Batliboi & Co.