Notes to Accounts of Coffee Day Enterprises Ltd.

Mar 31, 2025

3.11 Provisions and contingent liabilities

Provisions are recognised when the Company has a present legal or constructive obligation as a result of past events, it is probable that an outflow
of resources will be required to settle the obligation and the amount can be reliably estimated. Provisions are not recognised for future operating
losses.

Provisions for onerous contracts, i.e. contracts where the expected unavoidable costs of meeting the obligations under the contract exceed the
economic benefits expected to be received under it, are recognised when it is probable that an outflow of resources embodying economic benefits
will be required to settle a present obligation as a result of an obligating event based on a reliable estimate of such obligation.

Where there are a number of similar obligations, the likelihood that an outflow will be required in settlement is determined by considering the
class of obligations as a whole. A provision is recognised even if the likelihood of an outflow with respect to any one item included in the same class
of obligations may be small.

Provisions are measured at the present value of management’s best estimate of the expenditure required to settle the present obligation at the end
of the reporting period. The discount rate used to determine the present value is a pre-tax rate that reflects current market assessments of the
time value of money and the risks specific to the liability. The increase in the provision due to the passage of time is recognised as interest
expense.

The disclosure of contingent liability is made when, as a result of obligating events, there is a possible obligation or a present obligation that may,
but probably will not, require an outflow of resources.

3.12 Cash and cash equivalents

Cash and cash equivalents includes cash on hand, deposits held at call with financial institutions, other short-term, highly liquid investments with
original maturities of three months or less that are readily convertible to known amounts of cash and which are subject to an insignificant risk of
changes in value, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities in the balance sheet.

3.13 Cash flow statement

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

3.14 Earnings per share

The basic earnings per share is computed by dividing the net profit/ (loss) attributable to owner''s of the Company for the year by the weighted
average number of equity shares outstanding during reporting period.

There are no potential dilutive equity shares with the Company.

3.15 Contributed equity

Equity shares are classified as equity. Incremental costs directly attributable to the issue of new shares or options are shown in equity as a
deduction, net of tax, from the proceeds.

Annual Rsnort 9094-95

Information about the Company’s exposure to interest rate and liquidity risks is included in note 35
Notes:

(i) Secured, unlisted , redeemable non-convertible debentures issued to Credit Opportunities II Pte. Ltd. and India Special Situations Scheme I

ⁿ As at the year end, the paid up value of these debentures is ? 2,000 [31 March 2024: ? 2,000 secured redeemable non convertible debentures of ?1
million each]
ⁿ Security

-Pledge of shares of CDGL where the aggregate amount shall be 2.5 times the benchmark amount.
ⁿ Personal guarantee of Late Mr. V. G. Siddhartha.

ⁿ 9.5% per year, payable quarterly and interest of 4% compounding quarterly

ⁿ Initial security cover ratio: 2.25x from CDGL shares and an additional 0.25x from CDEL shares within 45 days ("Initial Collateral Package"). Promoter
shall have the right to alter the collateral to 1.00x cover from CDGL shares and an additional 1.00x cover from CDEL shares.
ⁿ The amount shall be paid on bullet repayment basis at the end of year three, 31 March 2022.
ⁿ During the FY 2020-21,the lender has recalled the entire amount outstanding

ⁿ The lenders of the company has filed an application with NCLT, Bangalore for recovery of its dues and NCLT, Bangalore vide order dated 8 August
2024 has admitted the company to Corporate Insolvency Resolution Process(CIRP). The Company has applead against the NLCT, Bangalore order dated 8
August 2024 before NCLAT, Chennai and NCLAT, Chennai vide its order dated 14 August 2024, has stayed the operation of the impugned order passed
by NCLT, Bangalore. Further, Lender approached Supreme Court, and the matter was listed on 31st January 2025 wherein the Supreme Court has
directed the concerned NCLAT, Chennai to dispose of the appeal pending before it on or before 21.02.2025. In the event the appeal is not disposed of
by then, the impugned order passed by the Appellate Tribunal shall stand vacated automatically. On 27.02.2025 NCLAT has allowed the appeal filed by
the company.

Company has entered into settlement agreement with Credit opportunities India Pte Ltd and India Special situations Scheme-I (debenture holders of the
company) to settle the loan at ? 2,050 millions in three tranches which includes the amount realized on sale of 12.41% of the pledged and invoked
shares of Coffee Day Global Limited owned by the Company, by the lender to a third party for ? 550 millions on April 9, 2025. Debenture holders have
waived the interest till date. The Company has paid ? 250 millions on April 9, 2025 as first tranche as agreed in the settlement agreement.

(ii) From Axis Bank Limited [Principal amount of loan amounting to ? 1,087.79 million (31 March 2024 - ? 1,104.78 million) - Secured by
ⁿ Security

- Listed shares of Sical Logistics Ltd. / Lakshmi Vilas Bank/ CDEL/ any other listed entity acceptable to the lender (65% of total security cover), held by
promoter/ group covering 120% of exposure.

- Personal guarantee of Late Mr. V G Siddhartha

- Security cover by way of listed shares of at least 1.2x of the outstanding/ disbursed facility amount to be maintained during the tenor of the loan on
MTM basis.

ⁿ The interest rate for the loan is as follows:

- 1 year MCLR 1% (Spread) p.a, payable monthly (First three years)

- 1 year MCLR 1.75% (Spread) p.a, payable monthly (subject to minimum effective rate of interest of 10.65% p.a) (Post three years)
ⁿ The lender can exercise the call option at the end of three years

ⁿ The Company has an option of voluntary prepayment with no penalty

ⁿ The loan amount shall be repaid in 4 half yearly instalments beginning from 42nd month of first disbursement (i.e., 28 June 2020)
ⁿ The loan has been outstanding for 39 months from the due date.
ⁿ Amounts unpaid on due date will attract overdue interest at 2% p.a

ⁿ Due to default in repayment of interest and principal. In view pending onetime settlement with the lenders, the management has not recognised
interest of Rs. 118 millions for the period 1 April 2023 to 31 March 2024.

ⁿ The Company’s borrowing from Axis Bank has been guaranteed by our subsidiary Coffee Day Global Ltd (CDGL). Pursuant to invoking of the
guarantee, the loan has devolved on CDGL. This has been factored in the Proposed Restructuring Plan of CDGL. As per restructuring plan CDGL has paid
? 68.3 millions for FY 24-25 to Axis Bank @8.5% p.a.

Notes to the financial statements (continued)

(iii) From Rare Asset Reconstruction Limited (Rare ARC)- ? 478.82 million [31 March 2024: Principal amount of loan amounting to ? 792.22 million
including current maturities of long-term borrowings - Secured by

ⁿ Security

- Pledge of a proportion of the shares of Mindtree Limited (released during the year), Coffee Day Global Limited, Sical Logistics Limited held by the
Company;

- Personal guarantee of Late Mr. V. G. Siddhartha

ⁿ The loan carries an interest rate of 15.00% p.a. payable quarterly

ⁿ Any delay in repayment of interest entails payment of penal interest @ 24% p.a. for the period of delay.

ⁿ The Company has an option of voluntary prepayment under certain circumstances as set out in the arrangement. Further, the Company has an option
to repay the loan in advance with a prepayment premium of 2% on the principal amount outstanding as on the date of prepayment.

°The repayment of the loan has been extended pursuant to the letter dated 24 September 2020 up to 31 March 2021 and During the FY 2021 -22,the
lender has recalled the entire amount outstanding amount and also initiated legal disputes.
ⁿ The loan has been outstanding for 48 months from the due date

ⁿ Due to default in repayment of interest and principal. In view of the loan recall notices, legal disputes and pending onetime settlement with the
lenders, the management has not recognised interest of ? 93.03 millions for the period 1 April 2023 to 31 March 2024.

ⁿ Aditya Birla Finance Limited assigned its debt as per the provisions of SARFAESI Act, in favour of Rare Asset Reconstruction Limited along with all the
underlying securities, rights, title and interest through an Registered Assignment Agreement dated March 31, 2023

(iv) From Kemfin Services Private Ltd- ? 250 million [31 March 2024: ? 250 million]
ⁿ Security - Nil

ⁿ- Personal guarantee of Late Mr.V. G. Siddhartha
ⁿ The loan carries an interest rate of 15.00% p.a. payable monthly

ⁿ Any delay in repayment of interest entails payment of penal interest @ 24% p.a. for the period of delay.

°The repayment of the loan has been extended pursuant to the letter dated 09 Dec 2021 up to 9 December 2022.

°The loan has been outstanding for 27 months from the due date

ⁿ The Company has not paid the monthly interest from July 2019 to the extent of ? 97.20 millions included the carrying amount
ⁿ In view of the pending onetime settlement with the lenders, the management has not recognised interest of ? 37.60 millions for the period 1 April
2023 to 31 March 2024

i) Pending resolution of the respective proceedings, it is not practicable for the Company to estimate the timings of
cash outflows, if any, in respect of the above as it is determinable only on receipt of judgements/decisions pending
with various forums/authorities.

ii) The Company has reviewed all its pending litigations and proceedings and has adequately provided for where
provisions are required and disclosed as contingent liabilities where applicable, in its financial statements. Based on
the advice from the Company''s legal counsel, management does not expect the outcome of these proceedings to have
a materially adverse effect on its financial position. The Company does not expect any reimbursements in respect of
the above contingent liabilities.

iii) The company has received the demand of ? 56.93 million during the year in respect of AY 2011-12 pursuant to the
re-assessment u/s 143(3) rws 147. the company had filed appeal in CIT (Appeals)for the above said order and the
same disposed in company favor on 22 February 2024. Income Tax Department went for an appeal before ITAT
against the order passed by CIT(Appeals). ITAT has dismissed the appeal filed by the Income Tax Department.

iv) The Supreme court of India in the month of February 2019 had passed a judgement relating to definition of wages
under the Provident Fund Act, 1952. However, considering that there are numerous interpretative issues relating to
this judgement and in the absence of reliable measurement of the provision for the earlier periods, the Company will
evaluate its position and update its provision, if required, on receiving further clarity on the subject. The Company
does not expect any material impact of the same.

(v) The Company has pledged its investmenents in subsidiaries for the loans availed by its subsidaries. All the shares
pledged are invoked by the lenders and the effect to the invokation has alreeady been given in the financial
statements. Refer note 6.

28 .Company has given 26,36,000 shares held in Coffee Day Global Limited as security for the loan availed by M/s Sical
Logistics Limited from RBL bank limited. During FY 23-24, RBL bank has sold the above security given by the
company and adjusted the proceeds against the dues of M/s Sical Logistics Limited and company has recognised a
loss of Rs.240.04 millions from the above sale transaction shown as exceptional item.

31 Leases

Effective 1 April 2019, the company adopted Ind AS 116 “Leases” and applied to all lease contracts existing on 1
April 2019 using the modified retrospective method and has taken the cumulative adjustment to retained earnings, on
the date of initial application.

Consequently, the company recorded the lease liability at the present value of the lease payments discounted at the
incremental borrow''ng rate and the right of use asset at its carrying amount as if the standard had been applied since
the commencement date of the lease, but discounted at the lessee’s incremental borrow''ng rate at the date of initial
application.

The company''s lease assets primarliy consists of leases for land and buildings. The company has recognised right-of-
use assets and lease liability in respect of these leases on adoption of Ind AS 116. The lease liability is secured by the
respective security deposits. The lease liability terms varies between 2 to 20 years, and are payable in monthly
installments.

The weighted average incremental borrow''ng rate applied to lease liabilities as at 1 April 2019 is 12.50%.

Effects on adoption of Ind AS 116:

i) On transition, the adoption of the new standard resulted in recognition of ''Right of Use asset'' of ? 22.42 Million,
and a lease liability of ? 45.34 Millions. The cumulative effect of applying the standard of was adjusted w''th opening
balance of retained earnings. The effect of this adoption is insignificant on the profit before tax, profit for the
period and earnings per share. Ind AS116 will result in decrease in cash out flows from operating activities and an
increase in cash out flows from financing activities on account of lease payments.

ii) On pre-mature termination of lease contract the related right-of-use asset and lease liability is de-recognised and
the differential amount is recognised in profit and loss acccount.

iii) Rental expenses recognised in Profit & Loss statement, in respect of low value leases and shortterm leases, for
which Ind AS 116 has not been applied, is ? 0.86 Million (Previous year ? 0.66 million)

35 Financial instruments - fair values and risk management (continued)

The Company has not disclosed the fair values for financial instruments for loans (current and non current), other financial assets (current and non current) , trade receivables, cash and cash equivalents and bank balances other than
cash and cash equivalents, Trade payables, other financial liabilities (current and non current) because their carrying amounts are reasonably approximation of fair value. Investment in equity shares are not appearing as financial asset
in the table above being investment in subsidiaries accounted under Ind AS 27, Separate Financial Statements is scoped out under Ind AS 109.

Fair value hierarchy

Fair value hierarchy explains the judgement and estimates made in determining the fair values of the financial instruments that are¬
a) recognised and measured at fair value

b) measured at amortised cost and for which fair values are disclosed in the financial statements.

To provide an indication about the reliability of the inputs used in determining fair value, the Company has classified its financial instruments into the three levels prescribed under the accounting standard. An explanation of each
level follows underneath the table:

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

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

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

B Measurement of fair values

(i) Valuation techniques and significant unobservable inputs

The fair value of the financial assets and liabilities is included at the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale. The following
methods and assumptions were used to estimate the fair values:

- The fair values of the Company''s interest-bearing debentures and loans are determined by using DCF method using discount rate that reflects the issuer''s borrowing rate as at the end of the reporting period. The own non¬
performance risk as at 31 March 2025 was assessed to be insignificant.

The following tables show the valuation techniques used in measuring Level 2 fair values. The significant unobservable inputs used have not been disclosed as no financial assets and liabilities have been measured at fair value:

C Financial risk management

The Company has exposure to the following risks arising from financial instruments:

- credit risk (see (b));

- liquidity risk (see (c)); and

- market risk (see (d)).

(a) Risk management framework

The Company''s board of directors has overall responsibility for the establishment and oversight of the Company''s risk management framework. 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 Company, through its training and management standards and procedures, aims to maintain a disciplined and constructive control environment in which all employees understand their roles and obligations.

Board 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. Board is
assisted in its oversight role by Internal Audit. Internal Audit undertakes both regular and ad hoc reviews of risk management controls and procedures, the results of which are reported to the Audit Committee.

(b) Credit risk

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

The carrying amounts of financial assets represent the maximum credit risk exposure.

i) Trade receivables and loans:

The Company''s trade receivable primarily includes receivables from related parties and others from Customers. The Company has established a credit policy under which each new customer is analysed individually for
creditworthiness before the Company''s standard payment and delivery terms and conditions are offered. The Company''s review includes external ratings, if they are available, financial statements, credit agency information, industry
information and in some cases bank references.

The Company''s loans include recoverable from loans given to wholly owned subsidiaries

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

Based on the above analysis, the Company does not expect any credit risk from its trade receivables and loans recoverable for any of the years reported in this financial statements.

38 These standalone financial statements for the year ended 31 March 2025 have been prepared on a going concern basis in view of the positive net worth of the Company amounting to ?.16,171 million as of 31 March 2025.

39 SEBI issued an order dated 24 January 2023 directing CDEL in the matter of transfer of funds by Subsidiaries of the Company to Mysore Amalgamated Coffee Estates Limited to take all the necessary steps for recovery of entire dues
from MACEL and its related entities along with due interest, that are outstanding to the subsidiaries of CDEL. Further, SEBI has directed the Company to appoint an Independent Law firm in consultation with NSE within 60 days of this
order, to take effective steps for recovery of dues and imposed a penalty of ? 250 million under section 15HA and ? 10 million under section 15HB of the SEBI Act, 1992.

Thereafter, the company appealed the above order dated 24 January 2023 to the Hon''ble Securities Appellate Tribunal (SAT). However, the SAT granted stay on imposition of penalty.

As per the instructions of NSE the Company appointed Independent Law Firm Crest Law on 3 April 2023 to take effective steps for recovery of dues from MACEL. Company has initiated arbitration proccedings against MACEL as
suggested by Crest Law in consultation with NSE. In this regard the subsidiaries of the company has filed claim statement as part of arbitration proceedings.

As per our report of even date attached

for Venkatesh & Co for and on behalf of the Board of Directors of

Chartered Accountants Coffee Day Enterprises Limited

Firm registration number: 004636S

Sd- Sd- Sd-

CA Hrishikesh D Malavika Hegde K R Mohan

Partner Director Director

Membership no.: 272865 DIN: 00136524 DIN: 01718628

Place: Bangalore

Date: 29 May 2025 Sd- Sd¬
R Ram Mohan Sadananda Poojary

UDIN: 25272865BMLLAE8016 Chief Financial Officer Company Secretary

Place: Bangalore Place: Bangalore

Date: 29 May 2025 Date: 29 May 2025

---

Mar 31, 2024

3.11 Provisions and contingent liabilities

Provisions are recognised when the Company has a present legal or constructive obligation as a result of past events, it is probable that an outflow of resources will be required to settle the obligation and the amount can be reliably estimated. Provisions are not recognised for future operating losses.

Provisions for onerous contracts, i.e. contracts where the expected unavoidable costs of meeting the obligations under the contract exceed the economic benefits expected to be received under it, are recognised when it is probable that an outflow of resources embodying economic benefits will be required to settle a present obligation as a result of an obligating event based on a reliable estimate of such obligation.

Where there are a number of similar obligations, the likelihood that an outflow will be required in settlement is determined by considering the class of obligations as a whole. A provision is recognised even if the likelihood of an outflow with respect to any one item included in the same class of obligations may be small.

Provisions are measured at the present value of management’s best estimate of the expenditure required to settle the present obligation at the end of the reporting period. The discount rate used to determine the present value is a pre-tax rate that reflects current market assessments of the time value of money and the risks specific to the liability. The increase in the provision due to the passage of time is recognised as interest expense.

The disclosure of contingent liability is made when, as a result of obligating events, there is a possible obligation or a present obligation that may, but probably will not, require an outflow of resources.

3.12 Cash and cash equivalents

Cash and cash equivalents includes cash on hand, deposits held at call with financial institutions, other short-term, highly liquid investments with original maturities of three months or less that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities in the balance sheet.

3.13 Cash flow statement

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

3.14 Earnings per share

The basic earnings per share is computed by dividing the net profit/ (loss) attributable to owner''s of the Company for the year by the weighted average number of equity shares outstanding during reporting period.

There are no potential dilutive equity shares with the Company.

3.15 Contributed equity

Equity shares are classified as equity. Incremental costs directly attributable to the issue of new shares or options are shown in equity as a deduction, net of tax, from the proceeds.

(i) Secured, unlisted , redeemable non-convertible debentures issued to Credit Opportunities II Pte. Ltd. and India Special Situations Scheme I

? As at the year end, the paid up value of these debentures is Rs. 2,000 [31 March 2023: Rs.2,000 secured redeemable non convertible debentures of Rs.1 million each]

? Security

-Pledge of shares of CDGL where the aggregate amount shall be 2.5 times the benchmark amount.

? Personal guarantee of Late Mr. V. G. Siddhartha.

? 9.5% per year, payable quarterly and interest of 4% compounding quarterly

? Initial security cover ratio: 2.25x from CDGL shares and an additional 0.25x from CDEL shares within 45 days ("Initial Collateral Package"). Promoter shall have the right to alter the collateral to 1.00x cover from CDGL shares and an additional 1.00x cover from CDEL shares.

? The amount shall be paid on bullet repayment basis at the end of year three, 31 March 2022.

? During the FY 2020-21,the lender has recalled the entire amount outstanding

? Due to default in repayment of interest and principal. In view of the loan recall notices and pending onetime settlement with the lenders, the management has not recognised interest of Rs.294.61 millions for the period 1 April 2023 to 31 March 2024 (Rs.290.24 millions for the period 1 April 2022 to 31 March 2023)

? Lenders has filed an application with NCLT, Bangalore for recovery of its dues, on 7 September 2023.

(ii) From Axis Bank Limited [Principal amount of loan amounting to Rs. 1104.78 million (31 March 2023 - 1,104.78 million) - Secured by

? Security

- Listed shares of Sical Logistics Ltd./ Lakshmi Vilas Bank/ CDEL/ any other listed entity acceptable to the lender (65% of total security cover), held by promoter/ group covering 120% of exposure.

- Personal guarantee of Late Mr. V G Siddhartha

- Security cover by way of listed shares of at least 1.2x of the outstanding/ disbursed facility amount to be maintained during the tenor of the loan on MTM basis.

? The interest rate for the loan is as follows:

- 1 year MCLR 1% (Spread) p.a, payable monthly (First three years)

- 1 year MCLR 1.75% (Spread) p.a, payable monthly (subject to minimum effective rate of interest of 10.65% p.a) (Post three years)

? The lender can exercise the call option at the end of three years

? The Company has an option of voluntary prepayment with no penalty

? The loan amount shall be repaid in 4 half yearly instalments beginning from 42nd month of first disbursement (i.e., 28 June 2020)

? Amounts unpaid on due date will attract overdue interest at 2% p.a

? Due to default in repayment of interest and principal. In view pending onetime settlement with the lenders, the management has not recognised interest of Rs.118 millions for the period 1 April 2023 to 31 March 2024 (Rs.121.76 millions for the period 1 April 2022 to 31 March 2023)

(iii) From Rare Asset Reconstruction Limited (Rare ARC)- Rs. 478.82 million [31 March 2023: Principal amount of loan amounting to Rs. 792.22 million including current maturities of long-term borrowings - Secured by

? Security

- Pledge of a proportion of the shares of Mindtree Limited (released during the year), Coffee Day Global Limited, Sical Logistics Limited held by the Company;

- Personal guarantee of Late Mr. V. G. Siddhartha

? The loan carries an interest rate of 15.00% p.a. payable quarterly

? Any delay in repayment of interest entails payment of penal interest @ 24% p.a. for the period of delay.

? The Company has an option of voluntary prepayment under certain circumstances as set out in the arrangement. Further, the Company has an option to repay the loan in advance with a prepayment premium of 2% on the principal amount outstanding as on the date of prepayment.

? The repayment of the loan has been extended pursuant to the letter dated 24 September 2020 up to 31 March 2021 and During the FY 2021-22,the lender has recalled the entire amount outstanding amount and also initiated legal disputes.

? Due to default in repayment of interest and principal. In view of the loan recall notices, legal disputes and pending onetime settlement with the lenders, the management has not recognised interest of Rs.93.03 millions for the period 1 April 2023 to 31 March 2024(Rs.150.24 millions for the period 1 April 2022 to 31 March 2023).

? Aditya Birla Finance Limited assigned its debt as per the provisions of SARFAESI Act, in favour of Rare Asset Reconstruction Limited along with all the underlying securities, rights, title and interest through an Registered Assignment Agreement dated March 31, 2023

31 Leases

Effective April 1,2019, the company adopted Ind AS 116 “Leases” and applied to all lease contracts existing on April 1,2019 using the modified retrospective method and has taken the cumulative adjustment to retained earnings, on the date of initial application.

Consequently, the company recorded the lease liability at the present value of the lease payments discounted at the incremental borrowing rate and the right of use asset at its carrying amount as if the standard had been applied since the commencement date of the lease, but discounted at the lessee’s incremental borrowing rate at the date of initial application.

The company''s lease assets primarliy consists of leases for land and buildings. The company has recognised right-of-use assets and lease liability in respect of these leases on adoption of Ind AS 116. The lease liability is secured by the respective security deposits. The lease liability terms varies between 2 to 20 years, and are payable in monthly installments.

The weighted average incremental borrowing rate applied to lease liabilities as at April 1, 2019 is 12.50%.

Effects on adoption of Ind AS 116:

i) On transition, the adoption of the new standard resulted in recognition of''Right of Use asset'' of Rs.22.42 Million, and a lease liability of Rs.45.34 Millions. The cumulative effect of applying the standard of was adjusted with opening balance of retained earnings. The effect of this adoption is insignificant on the profit before tax, profit for the period and earnings per share. Ind AS116 will result in decrease in cash out flows from operating activities and an increase in cash out flows from financing activities on account of lease payments.

ii) On pre-mature termination of lease contract the related right-of-use asset and lease liability is de-recognised and the differential amount is recognised in profit and loss acccount.

iii) Rental expenses recognised in Profit & Loss statement, in respect of low value leases and short term leases, for which Ind AS 116 has not been applied, is Rs. 0.66 Million (Previous year Rs 0.17 million)

F air value hierarchy

Fair value hierarchy explains the judgement and estimates made in determining the fair values of the financial instruments that area) recognised and measured at fair value

b) measured at amortised cost and for which fair values are disclosed in the financial statements.

To provide an indication about the reliability of the inputs used in determining fair value, the Company has classified its financial instruments into the three levels prescribed under the accounting standard. An explanation of each level follows underneath the table:

Level 1: Level 1 hierarchy includes financial instruments measured using quoted prices. This includes listed equity instruments, traded bonds and mutual funds that have quoted price. The fair value of all equity instruments (including

bonds) which are traded in the stock exchanges is valued using the closing price as at the reporting period. The mutual funds are valued using the closing NAV

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

Level 3: If one or more of the significant inputs is notbased on observable market data, the instrument is included in level 3. This is the case for unlisted equity securities, contingent consideration and indemnification asset included in

level 3

3 Measurement of fair values

i) Valuation techniques and significant unobservable inputs

The fair value of the financial assets and liabilities is included at the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale. The following methods and assumptions were used to estimate the fair values:

- The fair values of the Company’s interest-bearing debentures and loans are determined by using DCF method using discountrate that reflects the issuer’s borrowing rate as at the end of the reporting period. The own non-performance risk as at 31 March 2024 was assessed to be insignificant.

The following tables show the valuation techniques used in measuring Level 2 fair values. The significant unobservable inputs used have not been disclosed as no financial assets and liabilities have been measured at fair value:

C Financial risk management

The Company has exposure to the following risks arising from financial instruments:

- credit risk (see (b));

- liquidity risk (see (c)); and

- market risk (see (d)).

(a) Risk management framework

The Company’s board of directors has overall responsibility for the establishment and oversight of the Company’s risk management framework. 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 managementpolicies and systems are reviewed regularly to reflect changes in market conditions and the Company’s activities. The Company, through its training and management standards and procedures, aims to maintain a disciplined and constructive control environment in which all employees understand their roles and obligations.

Board 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. Board is assisted in its oversight role by Internal Audit. Internal Audit undertakes both regular and ad hoc reviews of risk management controls and procedures, the results of which are reported to the Audit Committee.

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; loans and investments in debt securities.

The carrying amounts of financial assets represent the maximum credit risk exposure.

i) Trade receivables and loans:

The Company''s trade receivable primarily includes receivables from related parties and others from Customers. The Company has established a credit policy under which each new customer is analysed individually for creditworthiness before the Company''s standard payment and delivery terms and conditions are offered. The Company''s review includes external ratings, if they are available, financial statements, credit agency information, industry information and in some cases bank references.

The Company''s loans include recoverable from loans given to wholly owned subsidiaries

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

Based on the above analysis, the Company does not expect any credit risk from its trade receivables and loans recoverable for any of the years reported in this financial statements.

Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and equity prices, which 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. i) Currency risk

The Company is not exposed to any currency risk. The currencies in which these transactions are denominated is INR.

As per our report of even date attached

for Venkatesh & Co for and on behalf of the Board of Directors of

Chartered Accountants Coffee Day Enterprises Limited

Firm registration number: 00463 6S

Sd/- Sd/- Sd/-

CA Desikan G Malavika Hegde S V Ranganath

Partner Director Director

Membership no.: 219101 DIN: 00136524 DIN: 00323799

Place: Bangalore

Date: 24 May 2024 Sd/- Sd/-

R Ram Mohan Sadananda Poojary

UDIN: 24219101BKAPMH5323 Chief Financial Officer Company Secretary

Place: Bangalore Place: Bangalore

---

Mar 31, 2023

3.11 Provisions and contingent liabilities

Provisionsarerecognisedwhen theCompany has a presentlegal or constructiveobligation as a resultof past events,it is probable thatan outflow of resources will be required to settle the obligation and the amount can be reliably estimated. Provisions are not recognised for future operal

Provisionsforonerouscontractsj.e. contractswheretheexpected unavoidable costsof meetingtheobligations underthecontractexceed theeconomic benefitsexpected tobe received under it,arerecognisedwhen it is probable thatan outflowof resourcesembodying economic benefitswill be required to settle a present obligation as a result of an obligating event based on a reliable estimate of such obligation.

Wheretherearea number of similarobligations, thelikelihood thatan outflow will be requiredin settlements determinedby consideringtheclass of obligations as a whole. A provision is recognised even if thelikelihood of an outflow with respectto any one item included in the same class of obligations may be small.

Provisionsaremeasuredat thepresentvalue of management’s best estimateof theexpenditurerequiredtosettlethepresentobligation at theend of the reportingperiod. The discount rateused to determinethepresentvalue is a pre-taxratethatreflectscurrentmarketassessmentsof the time value of money and the risks specific to the liability. The increase in the provision due to the passage of time is recognised as interest expense.

Thedisclosureof contingentliability is made when, as a resultof obligating events,thereis a possible obligation or a presentobligation thatmay, but probably will not, require an outflow of resources.

3.12 Cash and cash equivalents

Cashand cash equivalents includes cash on hand, deposits held at call with financialinstitutionspther short-termjiighly liquid investmentswith original maturitiesof threemonths or less that are readily convertibleto known amounts of cash and which are subject to an insignificantriskof changes in value, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities in the balance sheet.

3.13 Cash flow statement

Cashflows arereportedusingtheindirectmethod, whereby net profit/(loss) beforetaxis adjusted for theeffectsof transactionsof a non-cashnature and any deferralsor accrualsof past or futurecash receiptsor payments. The cash flows from operating, investingand financingactivitiesof the Company are segregated.

3.14 Earnings per share

Thebasic earningsper shareis computed by dividing thenet profit/(loss)attributableto owner''sof theCompany fortheyear by theweighted average number of equity shares outstanding during reporting period.

There are no potential dilutive equity shares with the Company.

3.15 Contributed equity

Equitysharesareclassifiedas equity.Incrementalcostsdirectlyattributabletotheissueof new sharesor options areshown in equity as a deduction, net of tax, from the proceeds.

3.16 Recent Accounting Pronouncements

Ministryof CorporateAffairs(“MCA”) notifies new standardsor amendments to the existing standardsunder Companies (Indian Accounting Standards)Rulesas issuedfromtimetotime.OnMarch3( 2023, MCAamended theCompanies(IndianAccountingStandards)AmendmentRules, 2023, as below.

Ind AS 1 - Presentation of Financial Statements -

This amendment requires the entities to disclose their material accounting policies rather than their significant accounting policies. The effectivedate for adoption of thisamendment is annual periods beginning on or afterApril ( 2023. TheCompany has evaluated the amendment and the impact of the amendment is insignificant in the standalone financial statements.

Ind AS 8 - Accounting Policies, Changes in Accounting Estimates and Errors -

Thisamendment has introduceda definitionof ‘accounting estimates’ and included amendmentsto Ind AS 8 to help entitiesdistinguishchanges in accountingpolicies fromchanges in accountingestimates.Theeffectivedate for adoption of thisamendment is annual periods beginning on or after April J 2023. The Company has evaluated the amendment and there is no impact on its standalone financial statements.

Ind AS 12 - Income T axes -

Thisamendment has narrowedthe scope of the initial recognition exemption sothatit does not apply to transactionsthatgive riseto equal and offsettingtemporarydifferences.The effectivedate for adoption of thisamendment is annual periods beginning on or afterApril ( 2023. The Company has evaluated the amendment and there is no impact on its standalone financial statement.

(i) Secured, unlisted , redeemable non-convertible debentures issued to Credit Opportunities II Pte. Ltd. and India Special Situations Scheme I

As at theyear end, thepaid up value of thesedebenturesis Rs.2,000 [31 March2C22: Rs.2,000 securedredeemablenon convertibledebenturesof Rs.l million each]

n Security

-Pledge of shares of CDGL where the aggregate amount shall be 2.5 times the benchmark amount. n Personal guarantee of Late Mr. V. G. Siddhartha.

n 9.5% per year, payable quarterly and interest of 4% compounding quarterly

Initialsecuritycover ratio:225x fromCDGLsharesand an additional 0.25x fromCDELshareswithin45 days ("InitialCollateralPackage"). Promote] shall have the right to alter the collateral to ldX cover from CDGL shares and an additional lffX cover from CDEL shares. n The amount shall be paid on bullet repayment basis at the end of year three, 31 March 2022.

Theamountshallbe paid on bullet repaymentbasis at theend of yearthree,31 March2022. DuringtheFY2(EQ-21the lenderhas recalledtheentireamount outstanding worth Rs 2502.09 millions

Duetodefaultin repaymentof interestand principal.In view of theloan recallnoticesand pending onetime settlementwiththelenders,themanagement has not recognisedinterestof Rs.290.24 millions fortheperiod 1 April2022 to31 March2023(Rs.293.80 milliom fortheperiod 1 April20El to31Marcl 2022)

(ii) From Axis Bank Limited [Principal amount of loan amounting to Rs. 104.78 million (3 1 March 2022 - 176.27 million) - Secured by

U Security

- Listedsharesof Sical LogisticsLtd./LakshmiVilas Bank/ CDEL/any other listed entityacceptable to the lender (65% of total securitycover), held by promoter/ group covering 2% of exposure.

- Personal guarantee of Late Mr. V G Siddhartha

- Securitycover by way of listedsharesof at least 12X of theoutstanding/disbursedfacilityamount to be maintainedduringthetenorof theloan on MTM basis.

U The interest rate for the loan is as follows:

- 1 year MCLR % (Spread) p.a, payable monthly (First three years)

- 1 year MCLR 175% (Spread) p.a, payable monthly (subject to minimum effective rate of interest of D65% p.a) (Post three years)

U The lender can exercise the call option at the end of three years

U The Company has an option of voluntary prepayment with no penalty

U The loan amount shall be repaid in 4 half yearly instalments beginning from 42nd month of first disbursement (i.e., 28 June 2020)

U Amounts unpaid on due date will attract overdue interest at 2% p.a

Due to defaultin repaymentof interestand principal. In view pending onetime settlementwith the lenders, the management has not recognisedinterestof Rs.E176 millions for the period 1 April 2022 to 31 March 2023(Rs.46.2 million for the period 1 April 2021 to 31 March 2022)

(iii) From Aditya Birla Finance Limited Principal amount of loan amounting to Nil (3 1 March 2C22 Rs.KE.47 Milliona)signed to Rare Asset Reconstruction Limited (Rare ARC)- Principal amount of loan amounting to Rs. 792.22 million (3 1 March 2(22 Nhl<)luding current maturities of lor term borrowings - Secured by

U Security

- Pledge of a proportion of the shares of Mindtree Limited (released during the year), Coffee Day Global Limited, Sical Logistics Limited he Company;

- Personal guarantee of Late Mr. V. G. Siddhartha

n The loan carries an interest rate of 15.00% p.a. payable quarterly

n Any delay in repayment of interest entails payment of penal interest @ 24% p.a. for the period of delay.

n The Company has an option of voluntary prepayment under certain circumstances as set out in the arrangement. Further, the Company has an option to repay the loan in advance with a prepayment premium of 2% on the principal amount outstanding as on the date of prepayment. nThe repayment of the loan has been extended pursuant to the letter dated 24 September 2020 up to 31 March 2021 .and and During the FY 2021 -22,the lender has recalled the entire amount outstanding amount and also initiated legal disputes.

n Due to default in repayment of interest and principal. Tn view of the loan recall notices, legal disputes and pending onetime settlement with the lenders, the management has not recognised interest of Rs.5Q24 millions for the period 1 April 2C22 to 3 1 March 2C23(Rs.2C5.8 millions for the period 1 April 2C2 3 1M ar ch 2022).

n Aditya Birla Finance Limited assigned its debt as per the provisions of SARFAESI Act, in favour of Rare Asset Reconstruction Limited along with all the underlying securities, rights, title and interest through an Registered Assignment Agreement dated March 31 2(23

(iv) From Kemfin Services Private Ltd- Rs. 250 million [3 1M arch 2C22 250 million] n Security - Nil

Personal guarantee of Late Mr.V. G. Siddhartha n The loan carries an interest rate of 15.00% p.a. payable monthly

n Any delay in repayment of interest entails payment of penal interest @ 24% p.a. for the period of delay.

nThe repayment of the loan has been extended pursuant to the letter dated 09 Dec 2021 up to 30 June 2023.

n The Company has not paid the monthly interest from July 2019 to the extent of Rs 97.20 millions included the carrying amount

n In view of the pending onetime settlement with the lenders, the management has not recognised interest of Rs.37.50 millions for the period 1 April 2022 to 31 March 2C23(Rs.37.50 millions for the period 1 April 2CE1 to 31 March 2C22)

EffectiveApril J2DB, thecompany adopted Ind AS B “Leases” and applied to all lease contractsexistingon April J20© usingthemodifiedretrospectivemethodand has taken the cumulative adjustment to retained earnings, on the date of initial application.

Consequently,thecompany recordedthelease liability at thepresentvalue of theleasepaymentsdiscountedattheincrementalborrowingrateandtherightof useassetat itscarryingamount as ifthestandardhadbeen applied sincethecommencementdateof thelease,but discountedatthelessee’s incrementalborrowingrateatthedateof initial application.

Thecompany''s lease assetsprimarliyconsistsof leasesforland and buildings. Thecompany has recognisedright-of-useissetsand leaseliabilityin respectof theseleases on adoption of Ind AS B. The lease liability is securedby therespectivesecuritydeposits. Thelease liabilitytermsvariesbetween 2 to 2D years, and are payable in monthly installments.

The weighted average incremental borrowing rate applied to lease liabilities as at April 1 2D9 is 1250%.

Effects on adoption of Ind AS 116:

i) On transition,the adoption of the new standardresultedin recognition of ''Right of U seasset''of Rs.2242 M illion, and a lease liability of Rs.45.34 M illions.The cumulativeeffectof applying thestandardof was adjusted with opening balance of retainedearnings.Theeffectof thisadoption is insignificanton theprofitbeforetax, profitfortheperiod and earningsper share.Ind AS B will resultin decreasein cash out flows fromoperatingactivitiesand an increasein cash out flows fromfinancing activities on account of lease payments.

ii) On pre-maturderminationof lease contracttherelatedright-of-useissetand lease liabilityis de-recognisedand thedifferentiahmount is recognisedin profitand loss acccount.

iii) Rentalexpenses recognisedin Profit& Loss statements respectof low value leases and shorttermleases, for which Ind AS B has not been applied, is Rs. D.E Million (Previous year Rs Q15 million)

TheCompanyhas not disclosed thefairvalues forfinancialinstrumentiforloans (currenlandnon current)ptherfinancialassets(currentandnon current) tradereceivables,cash and cash equivalentsandbank balances otherthancash and cash equivalents,T radepayables, otherfinancialliabilities (currentandnon current)Decausetheircarryingamounts arereasonablyapproximation of fairvalue. Investmentin equitysharesarenot appearingas financialassetin the table above being investment in subsidiaries accounted under Ind AS 27, Separate Financial Statements is scoped out under Ind AS D9.

Fair value hierarchy

F air value hierarchy explains the judgement and estimates made in determining the fair values of the financial instruments that area) recognised and measured at fair value

b) measured at amortised cost and for which fair values are disclosed in the financial statements.

Toprovide an indication about thereliabilityof theinputsusedin determiningfairvalue, theCompanyhas classifieditsfinancialinstrumentantothethreelevels prescribedunder theaccountingstandard.An explanation of each level follows underneath the table:

Level 1: Level 1 hierarchyincludes financialinstrumentsneasuredusingquotedprices.Thisincludes listedequityinstrumentstradedbonds and mutualfundsthathave quoted price. Thefairvalue of all equityinstrumenti(including bonds) which are traded in the stock exchanges is valued using the closing price as at the reporting period. The mutual funds are valued using the closing N AV

Level 2: Thefairvalue of financialinstrumentthatarenot tradedin an activemarket(for example, tradedbonds, over-thecounterderivatives)is determinedusingvaluationtechniqueswhich maximise theuseof 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: Ifone or moreof thesignificantinputsis not based on observablemarketdata, theinstrumentis included in level 3. Thisis thecaseforunlistedequitysecuritiespontingentconsiderationand indemnificationassetincludedin

level 3

3 Measurement of fair values

i) Valuation techniques and significant unobservable inputs

Thefairvalue of thefinancialassetsand liabilitiesis included at theamount at which theinstrumenfcould be exchanged in a current ransactiorbetween willing parties,otherthanin a forcedor liquidationsale. Thefollowing methods and assumptions were used to estimate the fair values:

- Thefairvalues of the Company’s interest-bearindebenturesand loans aredeterminedby usingDCFmethodusingdiscountratethatreflectsthe issuer’s borrowingrateas attheendof thereportingperiod Theown non-performanc risk as at 31 March 2023 was assessed to be insignificant.

The following tables show the valuation techniques used in measiLingl 2 fair valuesThe significant unobservable inputs used have not been disclosed as no financial assets and liabilities have been measured at fair valu

(b) Credit risk

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

The carrying amounts of financial assets represent the maximum credit risk exposure.

i) Trade receivables and loans:

TheCompany''s tradereceivableprimarilyincludes receivablesfromrelatedpartiesand othersfromCustomers.TheCompanyhas establisheda creditpolicy underwhich each new customeris analysedindividuallyforcreditworthines beforetheCompany''s standardpayment and deliverytermsand conditions areoffered.TheCompany''s reviewincludes externalratings,if theyareavailable, financialstatementspreditagency information,industryinformationand in some cases bank references.

The Company''s loans include recoverable from loans given to wholly owned subsidiaries

TheCompany considerstheprobabilityof defaultupon initialrecognitionof assetand whethertherehas been a significantincreasein creditriskon an ongoing basis throughouteach reportingperiod. Toassesswhetherthereis a significantincreasein creditriskthe Company compares theriskof a defaultoccurringon the assetas at thereportingdate with theriskof defaultas at the date of initialrecognition.lt considersavailable reasonableand supportive forwarding-looking information.

Based on the above analysis, the Company does not expect any credit risk from its trade receivables and loans recoverable for any of the years reported in this financial statements.

37 TheCompany primarilyderives its revenuefromrunningor operatingresortsand/ or managing hotels, sale of coffee beans and providing consultancyservices.Duringthe year ended 31 March2C2Q the Company derived an exceptional gain ofRs. b,C37.96 million, net of transactioncostsfromsale of its investmentin MindtretLimited.Thus,thefinancialincome of theCompany earnedduringtheyear ended 31 March2C2C constitutesmorethan50% of itstotalincome andfinancialassetsconstitutesnorethan5C% of itstotalassetsas at31 March2C2Q therebyrequiringtheCompanytoregisteritselfas a Non-BankingFinancialCompany (‘NBFC’) withtheReserveBankof India (RBI)as per therequirementsof Section45- IAofReserveBankof IndiaAct, 1934. On B March2C2Q theCompanyhas made an application totheDeputyGeneralManagerof theDepartmentofN on-BankingSupervisionrequesting for a one-time exemption from obtaining registration as NBF C under the provisions of RBI. As of the date of this Statement, the Company is awaiting response from RBI.

38 Thesestandalonefinancialstatementsfor theyear ended 31 March2C23 have been preparedon a going concernbasis in view of thepositive net worthof theCompany amountingto Rs.3Q643.78 million as of 31 March2C23, significantvalue in diversifiedportfolioof investmentsheld in subsidiaries/joint ventures/ associates,establishedtrackrecordof theCompanytomonetizeit''sassetsas demonstratedby saleof stakein MindtretLimited,saleof Global Village T ech Park owned by its wholly-owned subsidiary T anglin Developments Limited , sale of stake in Way2Wealth Group entities profitable resorts operations and consequential ability to service the obligations.

39 Inthe4th quarterofFY2t-21 (906.202) theNCLThas initiatedCorporatelnsolvencyResolutionProcessof SicalLogisticsLimited(SLL)Resolutionplan submittedby theResolutionApplicant - PristintMalwaLogisticsPark PrivateLimitedhas been approved by theHon’ble N CLTChennaiBench, vide its order dated 8th December 2022 As per thesaid order readwith the approved ResolutionPlan, “Nil” payment is payable againsttheamounts due to related parties of SICAL. Under the above circumstances the group has written off the amount due from SICAL of Rs.145 million.

40 The Company has investments in subsidiaries, associates and joint venture amounting to Rs. 18,65122 million as at 31 March 2C26. Impairement assessment was last carried out on 61 March 209.

41 SEBIissuedan orderdated January24, 2026 directingCDELin thematterof transferf fundsby Subsidiariesof theCompanytoMysoreAmalgamatedCoffeeEstatesLimitedtotakeallthenecessarystepsforrecoveryof entiredues fromMACEIand itsrelatedentitiesalong with due inter estthatareoutstandingtothesubsidiariesof CDELF urtherSEBIhas directedtheCompany toappoint an IndependentLawfirmin consultationwithN SEwithin60 days of this order, to take effective steps for recovery of dues and imposed a penalty of Rs. 25 Crores under section EHA and Rs. 1 crore under section EHB of the SEBI Act, 992

Thereafter, the company appealed the above order dated 24th January 2023 to the Hon’ble Securities Appellate Tribunal (SAT). However, the SAT granted stay on imposition of penalty.

As per the instructions of N SE the Company appointed Independent Law F irm Crest Law on 3rd April 2C26 to take effective steps for recovery of dues from MACEL.

As per our report of even date attached

for Venkatesh & Co for and on behalf of the Board of Directors of

Chartered Accountants Coffee Day Enterprises Limited

Firm registration number: 0C4666S

Sd/- Sd/- Sd/-

CA Desikan G Malavika Hegde S V Ranganath

Partner Director Director

Membership no.: 2991 DIN: 00B6524 DIN: 00626799

Place: Chennai

Date: 60 May 2026 Sd/- Sd/-

R Ram Mohan Sadananda Poojary

U DIN 2629DBGU W QO 8578 Chief Financial Officer Company Secretary

Place: Bangalore Place: Bangalore

Date: 60 May 2026 Date: 60 May 2026

---

Mar 31, 2017

(d) Pursuant to the approval of the shareholders granted at its extraordinary general meeting held on 8 May 2015, 102,140,857 equity shares were allotted as fully paid-up to the existing shareholders of the Company in the ratio of seven equity shares for every one equity share held on 7 May 2015. As on 7 May 2015, 14,591,551 equity shares were outstanding. The bonus equity shares were issued by capitalization of the reserves lying to the credit of the securities premium account of the Company.

* During 2015-16, the Company has made an Initial Public Offer (IPO) and issued 35,060,975 equity shares at a premium of Rs.318 per share. Further the Company has credited Rs.5,786.70 million to securities premium account on conversion of Compulsorily Convertible Debentures held by KKR Mauritius PE Investments II Limited, Arduino Holdings Limited and Standard Chartered Private Equity (Mauritius) II Limited to equity shares during the year [Refer Note 16(xi), 16(xii), 19(xi)]

** As per the requirement of section 52 of the Companies Act 2013, the Company has utilized the securities premium for the expenses incurred in connection with the Initial Public Offer (IPO).

Nature and purpose of other reserves:

Securities premium:

Securities premium reserve is used to record the premium received on issue of shares by the Company. The reserve can be utilized in accordance with the provision of sec 52(2) of Companies Act, 2013.

Remeasurement of defined benefit (liability)/ asset:

Remeasurements of defined benefit (liability)/ asset comprises actuarial gains and losses and return on plan assets (excluding interest income)

Retained earnings:

The cumulative gain or loss arising from the operations which is retained by the Company is recognized and accumulated under the heading of retained earnings. At the end of the year, the profit after tax is transferred from the statement of profit and loss to the retained earnings account.

Notes:

(i) Fully paid secured rated redeemable non-convertible debentures issued to Reliance Mutual Fund -

- As at the year end, the paid up value of these debentures is Rs.1,722 million including current maturities of long-term debt) [i.e., 1,722 secured rated redeemable non convertible debentures of Rs.1 million each (31st March 2016: Rs.2,500 million; 1 April 2015: Rs.2,500 million)]

- Security

- Pledge of a proportion of the shares of Mindtree Limited and Tanglin Development Limited held by the Company;

- Personal guarantee of Mr. V. G. Siddhartha.

- These debentures carry fixed maturity internal rate of return of 14.25% p.a. including quarterly payable coupon interest rate of 6.5% p.a.

- Any delay in repayment of interest entails payment of penal interest @ 2% p.a. for the period of delay.

- The principal amount shall be repaid in 9 equal quarterly installments beginning from 18th March 2017 and expiring on the scheduled maturity date (i.e., 15th March 2019).

- The Company has an option of voluntary prepayment under certain circumstances as set out in the agreement.

- During the year, the Company redeemed debentures worth Rs.777.78 million.

(ii) Zero coupon secured rated redeemable non-convertible debentures issued to DSP Blackrock Income Opportunities Fund -

- As at the year end, the paid up value of these debentures is Rs.Nil (31st March 2016: Rs.Nil; 1st April 2015: Rs.650 million)]

- Security

- Pledged a proportion of the shares of Mindtree Limited and Tanglin Development Limited held by the Company

- Personal guarantee of Mr. V. G. Siddhartha.

- These debentures were redeemable by way of bullet repayment at the end of 36 months from the date of issue (i.e., 28 December 2016). At the time of redemption, the Company will be liable to pay redemption premium equal to 15% compounded interest (compounded annually) which aggregates to Rs.0.530 million per debenture. The Company had accounted for the compounded interest @ 15% through its debenture redemption reserve for the year.

- During the previous year 2015-16, the Company had voluntarily redeemed the entire 650 debentures of Rs.1 million each at premium of Rs.254,930,000.

(iii) Secured rated redeemable non-convertible debentures issued to ICICI Prudential Asset Management Company -

- As at the year end, the paid up value of these debentures is Rs.Nil (31st March 2016: Rs.Nil; 1st April 2015: Rs.1,000)

- Security

- Pledged a proportion of the shares of Mindtree Limited and Coffee Day Global Limited held by the Company;

- Pledged a proportion of the shares of Sical Logistics Limited held by Tanglin Retail Reality Developments Private Limited

- Personal guarantee of Mr. V. G. Siddhartha

- These debentures carried fixed maturity interest rate of 13.25% p.a.

- Any delay in repayment of interest entails payment of penal interest @ 2% p.a. for the period of delay.

- These debentures were redeemable by way of bullet repayment at the end of 36 months from the date of issue (i.e., 4 July 2016). The Company has an option of voluntary prepayment under certain circumstances as set out in the agreement.

- During the year ended 31st March 2016, the Company redeemed had redeemed 1,000 debentures of Rs.1 million each aggregating to Rs.1,000 million at premium of Rs.2.64 million

(iv) Secured rated redeemable non-convertible debentures issued to Aditya Birla Mutual Fund 1 -

- As at the year end, the paid up value of these debentures is Rs.Nil (31st March 2016: Rs.220 million; 1st April 2015: Rs.850 million) including current maturities of long-term debt [i.e., 220 secured rated redeemable non convertible debentures of Rs.1 million each]

- Security

- Pledged a proportion of the shares of Mindtree Limited and Tanglin Development Limited held by the Company

- Personal guarantee of Mr. V. G. Siddhartha.

- Any delay in repayment of dues under the agreement entails payment of penal interest @ 18.5% p.a. for the period of delay.

- These debentures were redeemable by way of bullet repayment at the end of 36 months from the date of issue (i.e., 27 December 2016).

The Company shall make payment of a fixed redemption premium equal to 1.470290 times of the face value of the debentures subject to certain other terms of the agreement. Additionally, at the time of redemption, the Company is also liable to make payment of a floating redemption premium, which premium shall be, subject to the cap of - (i) 33.34% of stock return or (ii) 1.676450 times of the principal amount (inclusive of the fixed redemption premium payable and floating redemption premium payable).

- During the year ended 31st March 2016, the Company had partly redeemed 630 debentures of Rs.1 million each aggregating to Rs.630 million at premium of Rs.426.16 million. During the previous year 31st March 2017, the Company redeemed 220 debentures of Rs.1 million each aggregating to Rs.220 million at premium of Rs.148.82 million.

(v) Secured rated redeemable non-convertible debentures issued to ICICI Prudential Asset Management Company -

Fully paid secured rated redeemable non-convertible debentures of Rs.1,000,000 each issued to ICICI Prudential Asset Management Company -

- As at the year end the paid up value of these debentures is Rs.1,000 million [i.e, 1000 secured rated redeemable nonconvertible debentures of Rs.1,000,000 each (31st March 2016: Rs.Nil; 1st April 2015: Nil)]

- These debenturesc carry interest @ MIBOR plus 600 base points subject to a minimum of 10.99% and maximum of 11.01%

- Security

- Pledge of shares of Mindtree where the aggregate amount shall be equal to the principal amount.

- Pledge of shares of CDGL where the aggregate amount shall be 2.5 times the benchmark amount from the allotment date and atleast 1.5 times the benchmark amount from the effective date of issue of mindtree shares.

- Personal guarantee of Mr. V. G. Siddhartha.

- The Company at all times shall maintain a minimum reserve which shall be equal to the money due and payable to the debenture holders.

- The amount shall be paid on bullet repayment basis on the expiry of the term. (i.e; 11th March 2019)

- Amounts unpaid on due date will attract overdue interest at 2% p.a over and above the cash coupon rate.

- The Company can redeem such debentures before maturity by giving one day notice of the same.

(vi) Secured rated redeemable non-convertible debentures issued to DSP Blackrock Income opportunities Fund -

- As at the year end, the paid up value of these debentures is Rs.1,050 million (31st March 2016: Rs.Nil; 1st April 2015: Nil)

- Security

- Pledge of shares of Mindtree where the aggregate value is equal to the benchmark amount

- Pledge of Tanglin Shares where the aggregate value of the shares is equal to the benchmark amount

- The Company shall at all times, deposit monies in the designated accounts which is due and payable to the debenture holders on the Scheduled Maturity Date.

- Personal guarantee of Mr. V G Siddhartha.

- These debentures carry fixed redemption premium of 11.50 % with an interest rate of 8% p.a. cash coupon

- Any delay in repayment of interest entails payment of penal interest @ 2% p.a. for the period of delay.

- These debentures are redeemable by way of bullet repayment at the end of 19 months and 6 days from the date of issue (i.e., 25 October 2018)

The Company has an option of voluntary prepayment under certain circumstances as set out in the agreement.

(vii) Secured rated redeemable non-convertible debentures issued to Birla Sun Life-

- As at the year end, the paid up value of these debentures is Rs.1,200 million (31st March 2016: Rs.1,200 million; 1st April 2015: Nil)

- Security

- Pledge of a proportion of the shares of Mindtree Limited and Coffee Day Global Limited held by the Company;

- Pledge of a proportion of the shares of Sical Logistics Limited held by Tanglin Retail Reality Developments Private Limited

- Personal guarantee of Mr. V. G. Siddhartha

- These debentures have been allotted in two tranches- 27 April 2015- Rs.600 million and 12 May 2015- Rs.600 million.

- These debentures carry an interest rate of 14.5% p.a. (increases to 15.5% after one year from date of allotment)

- Any delay in repayment of interest entails payment of penal interest @ 2% p.a. for the period of delay.

- These debentures are redeemable by way of bullet repayment at the end of 36 months from the date of issue i.e., 26 April 2018 (Rs.600 million) and 11 May 2018 (Rs.600 million).

The Company has an option of voluntary prepayment under certain circumstances as set out in the agreement.

(viii) (a) From Aditya Birla Finance Limited [Principal amount of loan amounting to Rs.600 million (31st March 2016 Rs.600 million; 1st April 2015 - Rs.Nil) - Secured by

- Security

- Pledge of a proportion of the shares of Mindtree Limited, Coffee Day Global Limited, Sical Logistics Limited held by the Company;

- Personal guarantee of Mr. V. G. Siddhartha

- The loan carries an interest rate of 13.75% p.a. payable quarterly

- Any delay in repayment of interest entails payment of penal interest @ 24% p.a. for the period of delay.

- The Company has an option of voluntary prepayment under certain circumstances as set out in the arrangement. Further, the Company has an option to repay the loan in advance with a prepayment premium of 2% on the principal amount outstanding as on the date of prepayment.

The loan is repayable by way of bullet repayment at the end of 36 months from the date of issue (i.e., 26 May 2018).

(viii) (b) From Aditya Birla Finance Limited [Principal amount of loan amounting to Rs.930 million (31st March 2016 Rs.930 million;

1st April 2015 - Rs.Nil) - Secured by

- Security

- Pledge of a proportion of the shares of Mindtree Limited and Tanglin Developments Limited held by the Company;

- Personal guarantee of Mr. V. G. Siddhartha

- The loan carries an interest rate of 12.50% p.a. payable quarterly

- Any delay in repayment of interest entails payment of penal interest @ 24% p.a. for the period of delay.

- The Company has an option of voluntary prepayment under certain circumstances as set out in the arrangement. Further, the Company has an option to repay the loan in advance with a prepayment premium of 2% on the principal amount outstanding as on the date of prepayment.

The loan is repayable by way of bullet repayment at the end of 36 months from the date of issue (i.e., 26 May 2018).

(ix) From Axis Bank Limited [Principal amount of loan amounting to Rs.1,000 million (31st March 2016: Rs.Nil; 1st April 2015 -Rs.Nil) - Secured by

- Security

- Pledge of Mindtree shares (55% of total security cover).

- Listed shares of Sical Logistics Ltd./ Lakshmi Vilas Bank/ CDEL/ any other listed entity acceptable to the lender (65% of total security cover), held by promoter/ group covering 120% of exposure.

- Personal guarantee of Mr. V G Siddhartha

- Corporate guarantee of any entity pledging shares of Mindtree Ltd and Sical Logistics Ltd/ Lakshmi Vilas Bank/ CDEL/ any other listed entity acceptable to the lender.

- Security cover by way of listed shares of at least 1.2x of the outstanding/ disbursed facility amount to be maintained during the tenor of the loan on MTM basis.

- The interest rate for the loan is as follows:

- 1 year MCLR 1%(Spread) p.a, payable monthly (First three years)

- 1 year MCLR 1.75%(Spread) p.a, payable monthly (subject to minimum effective rate of interest of 10.65% p.a) (Post three years)

- The lender can exercise the call option at the end of three years - The Company has an option of voluntary prepayment with no penalty

- The loan amount shal be repaid in 4 half yearly installments beginning from 42nd month of first disbursement (i.e., 28 June 2020)

- Amounts unpaid on due date will attract overdue interest at 2% p.a

(x) From Rabo India Finance Limited [Principal amount of loan amounting to Rs.Nil (31st March 2016: Rs.Nil; 1st April 2015 -Rs.800 million) - Secured by

- Security

- Pledged a proportion of the shares of Mindtree Limited, Coffee Day Global Limited and Tanglin Development Limited held by the Company;

- Pledged a proportion of the shares of Sical Logistics Limited held by Tanglin Retail Reality Developments Private Limited;

- Exclusive charge over the charged assets of Tanglin Development Limited in favour of the lender;

- Personal guarantee of Mr. V. G. Siddhartha

- The loan carried an interest rate of 13.20% p.a. payable quarterly

- Any delay in repayment of interest entails payment of penal interest @ 2% p.a. for the period of delay.

- The Company had an option of voluntary prepayment under certain circumstances as set out in the arrangement. Further, the Company had an option to repay the loan in advance with a prepayment premium of 2% either on the date falling on the expiry of 12 months from the availment date and every 3 months thereafter either in part or in full subject to a minimum prepayment of Rs.200 million per installment or in multiples of 100 million.

- The loan was repayable by way of bullet repayment at the end of 36 months from the date of issue (i.e., 11 July 2016).

- This loan was pre-paid in the previous year ending 31st March 2016.

(xi) Zero coupon compulsorily convertible debentures of Rs.100 each issued to KKR Mauritius PE Investments II Limited -

The Company had issued Nil (31st March 2016: Nil; 1st April 2015: 27,160,000) zero coupon compulsorily convertible debentures (''CCDs'') of Rs.100 each to KKR Mauritius PE Investments II Limited.

No interest shall be payable on the CCD''s. However, in the event that the Company makes or declares any dividend to the shareholders, the investor shall be entitled to receive the economic equivalent of the amount of dividend that the CCD''s would have been entitled to on a fully diluted basis by way of interest in the manner determined in the Agreement.

During the previous year, the Company had converted all of it''s outstanding convertible securities to Equity Shares before filing of the Red Herring Prospectus with the ROC. Accordingly, on May 8 2015, the Company had converted the CCPS''s held by KKR Mauritius PE Investments II Limited into 17,826,912 equity shares of Rs.10 each."

(xii) Compulsorily convertible debentures of Rs.100 each issued to Arduino Holdings Limited -

The Company had issued Nil (31st March 2016: Nil; 1st April 2015: 35,998,232) zero coupon compulsorily convertible debentures (''CCDs'') of Rs.100 each to Arduino Holdings Limited (''Investor''). These CCDs upon issue had coupon rate of 7% for initial two years, and at 3 months LIBOR plus 600 basis points for next three years.

Conversion - The investor can at any time prior to seventh anniversary (extendable up to ten years) of the issue of the CCDs convert the same into equity shares such that post conversion, the total number of equity shares is determined to be at the minimum of 10.71% of the equity capital of the Company on a fully diluted basis. The equity shares allotted on conversion of the CCDs rank pari passu in all respect with the equity shares of the Company.

During the previous year, the Company had converted all of its outstanding convertible securities to Equity Shares before filing of the Red Herring Prospectus with the ROC. Accordingly, on 8 May 2015, the Company has converted the CCPS''s held by Arduino Holdings Limited into 22,412,192 equity shares of Rs.10 each.

Secured short-term borrowings from from Tata Capital Limited [Principal amount of loan outstanding amounting to Rs.Nil [31 March 2016- Rs.Nil; 1 April 2015- Rs.300 million]

- Security

- Pledge of 1,583,711 equity shares of Coffee Day Enterprises Limited pledged by Mr. V.G. Siddhartha having value not less than 200% of the facility amount.

- Mortgage of 6 acres residential land owned by Tanglin Developments Limited located at Mangalore.

- Personal guarantee of Mr. V.G Siddhartha

- Any delay in repayment of dues under the agreement entails payment of penal interest @ 2% p.a. for the period of delay.

- The loan was repayable in 12 months from the date of sanction, i.e; 16 December 2015. The same has been repaid during the year ended 31 March 2016.

All trade payables are current

The Company''s exposure to currency and liquidity risks related to trade payables is disclosed in note 36.

Micro, Small and Medium Enterprises

The Ministry of Micro, Small and Medium Enterprises has issued an Office Memorandum dated 26 August 2008 which recommends that the Micro and Small Enterprises should mention in their correspondence with its customers the Entrepreneurs Memorandum Number as allocated after filing of the Memorandum. Accordingly, the disclosure in respect of the amounts payable to such enterprises as at 31st March 2017 (31st March 2016: Nil; 1st April 2015 : Nil) has been made in the financial statements based on information received and available with the Company. The Company has not received any claim for interest from any supplier under the said Act. Further in view of the Management, the impact of interest, if any, that may be payable in accordance with the provisions of the Act is not expected to be material.

- These debentures carry fixed maturity interest rate of 14.75% p.a. payable quarterly.

- The Company has an option of voluntary prepayment in certain circumstances. Further, the Company shall be entitled to exercise the call option on either the date falling on the expiry of 15 months from the allotment date and every 3 months thereafter either in partly or in full. Each debenture holder shall be entitled to exercise the put option on date falling on the expiry of 15 months from the allotment date and every 3 months thereafter and require the Company to redeem the debenture held by the said debenture holder, either in part or full.

These debentures are redeemable by way of bullet repayment at the end of 36 months from the date of issue (i.e., 31 May 2015).

- During the year ended 31 March 2016, the Company voluntarily redeemed these debentures of Rs.1 million each aggregating to Rs.600 million as per the terms set out in the agreement."

(ii) Secured rated redeemable non-convertible debentures issued to ICICI Prudential Asset Management Company -

- As at the year end, the paid up value of these debentures is Rs.Nil [i.e., 750 secured rated redeemable non convertible debentures of Rs.1 million each (31 March 2016: Nil; 1 April 2015: 750)]

- Security

- Pledged a proportion of the shares of Mindtree Limited and Coffee Day Global Limited held by the Company;

- Pledged a proportion of the shares of Sical Logistics Limited held by Tanglin Retail Reality Developments Private Limited

- Personal guarantee of Mr. V. G. Siddhartha.

- The loan carried an interest rate of 14.5% p.a.

- Any delay in repayment of interest entails payment of penal interest @ 2% p.a. for the period of delay.

- During the year ended 31 March 2016, the Company voluntarily redeemed these debentures of Rs.1,000,000 each aggregating to Rs.750,000,000 as per the terms set out in the agreement.

(iii) Secured rated redeemable non-convertible debentures issued to ICICI Prudential Asset Management Company -

- As at the year end the paid up value of these debentures is Rs.950 million [i.e, 950 secured rated redeemable nonconvertible debentures of Rs.1,000,000 each (31 March 2016: Nil; 1 April 2015: Nil)]

- These debenturesc carry interest @ 13% p.a payable quarterly

- Security

- Pledge of Mindtree shares equal to one time the principal amount with security cover being maintaned at all times

- Pledge of CDGL shares aggregate of which shall be equal to 1.5 times the face value of the debentures

- Personal guarantee of Mr. V. G. Siddhartha.

- Company shall at all points of time maintain in a account designated for this purpose amount equal to the cash coupons payable by the Company in the financial quarter in which such date occurs.

- The amount shall be paid on bullet repayment basis on the expiry of the term. (i.e; 16 April 2017)

- Amounts unpaid on due date will attract overdue interest at 2% p.a over and above the cash coupon rate.

- The Company can redeem such debentures before maturity by giving one day notice of the same.

(iv) Secured rated redeemable non-convertible debentures issued to ICICI Prudential Asset Management Company -

- As at the year end the paid up value of these debentures is Rs.800 million [i.e, 800 secured rated redeemable nonconvertible debentures of Rs.1,000,000 each (31 March 2016: Rs.Nil; 1 April 2015: Rs.Nil)]

- These debenturesc carry interest @ 13% p.a payable quarterly

- Security

- Pledge of Mindtree shares equal to one time the principal amount with security cover being maintained at all times

- Pledge of CDGL shares aggregate of which shall be equal to 1.5 times the face value of the debentures

- Personal guarantee of Mr. V. G. Siddhartha.

- Company shall at all points of time maintain in a account designated for this purpose amount equal to the cash coupons payable by the Company in the financial quarter in which such date occurs.

- The amount shall be paid on bullet repayment basis on the expiry of the term. (i.e; 8 April 2017)

- Amounts unpaid on due date will attract overdue interest at 2% p.a over and above the cash coupon rate.

- The Company can redeem such debentures before maturity by giving one day notice of the same.

(v) Zero coupon secured rated redeemable non-convertible debentures issued to DSP BlackRock Income Opportunities Fund-

- As at the year end, the paid up value of these debentures is Nil [i.e., 900 secured rated redeemable non convertible debentures of Rs.1 million each (31 March 2016: Rs.900 million; 1 April 2015: Rs.Nil)]

- Security

- Pledged a proportion of the shares of Mindtree Limited and Tanglin Development Limited held by the Company

- Personal guarantee of Mr. V. G. Siddhartha.

- Any delay in repayment of dues under the agreement entails payment of penal interest @ 2% p.a compounded monthly for the period of delay.

- These debentures were redeemable by way of bullet repayment at the end of 12 months and 6 days from the date of allotment (i.e., 28 March 2017) at a premium of Rs.0.13 million per debenture.

- During the current year, these debentures were redeemed at a premium of Rs.118.08 million

(vi) (a) From L & T Finance Limited [Principal amount of loan amounting to Rs.Nil (31 March 2016: Rs.Nil; 1 April 2015 -

Rs.1,000 million] Secured by-

- Security

- Pledged a proportion of the shares of Mindtree Limited and Tanglin Development Limited held by the Company;

- Pledged a proportion of the shares of Sical Logistics Limited held by Tanglin Retail Reality Developments Private Limited;

- Personal guarantee of Mr. V. G. Siddhartha

- The loan carried an interest rate of 14.5% p.a. internal rate of return.

- Any delay in repayment of interest entails payment of penal interest @ 3% p.a. for the period of delay.

- The Company had an option of voluntary prepayment under certain circumstances as set out in the arrangement. Further, the Company has an option to repay the loan in advance with a prepayment premium of 2% either on the date falling on the expiry of 12 months from the a ailment date and every 3 months thereafter either in part or in full subject to a minimum prepayment of Rs.200 million per installment.

- The loan was repayable by way of bullet repayment at the end of 24 months and 26 months from the date of issue (i.e., 25 December 2015 and 26 February 2016 respectively).

- The Company had repaid the loan outstanding of Rs.1,000 million on 27 Nov 2015.

(vi) (b) From L & T Finance Limited [Principal amount of loan amounting to Rs.Nil (31 March 2016: Rs.Nil; 1 April 2015 - Rs.250 million)- Secured by

- Security

- Pledged a proportion of the shares of Mindtree Limited and Coffee Day Global Limited held by the Company;

- Pledged a proportion of the shares of Sical Logistics Limited held by Tanglin Retail Reality Developments Private Limited;

- Personal guarantee of Mr. V. G. Siddhartha

- The loan carried an interest rate of 13.75% p.a. Internal rate of return.

- Any delay in repayment of interest entails payment of penal interest @ 2% p.a. for the period of delay.

- The Company had an option of voluntary prepayment under certain circumstances as set out in the arrangement. Further, the Company has an option to repay the loan in advance with a prepayment premium of 2% either on the date falling on the expiry of 12 months from the a ailment date and every 3 months thereafter either in part or in full subject to a minimum prepayment of Rs.500 million per installment.

The loan was repayable by way of bullet repayment at the end of 36 months from the date of issue (i.e., 1 May 2015).

- The Company had repaid the loan outstanding of Rs.250 million on 5 May 2015.

(vii) From Tata Capital Limited [Principal amount of loan outstanding amounting to Rs.Nil (31 March 2016: Rs.Nil; 1 April 2015

- Rs.420 million classified under current maturities of long-term debt) - Secured by

- Security

- Pledged a proportion of the shares of the Company having value not less than 200% of facility amount i.e. Rs.2,800 million held by promoters of the Company;

- Equitable mortgage having value not less than Rs.350 million in the form of land and property (i.e., 25% of the loan facility) of its subsidiary Tanglin Development Limited;

- unconditional and irrevocable personal guarantee of Mr. V. G. Siddhartha.

- The loan carried an interest rate of 15% internal rate of return over the period of the loan.

- Any delay in repayment of interest entails payment of penal interest @ 3% p.a. for the period of delay.

- The Company had an option of voluntary prepayment under certain circumstances as set out in the arrangement. Further, the Company has an option to repay the loan in advance with a prepayment premium of 2% payable on the outstanding principal amount.

The loan was repayable in quarterly installments with first installment falling due on 15 October 2012 and last installment on 15 July 2015.

- The Company had repaid the loan outstanding of Rs.420 million on 11 September 2015.

(viii) From Kotak Mahindra Prime Limited [Principal amount of loan amounting to Rs.Nil (31 March 2016: Rs.Nil; 1 April 2015 -Rs.500 million)- Secured by

- Security

- Pledged a proportion of shares of Mindtree Limited as acceptable by Kotak Mahindra Prime Limited (drawing power capped at 25 crores)

- Pledge of 159,804 shares of Coffee Day Enterprises Limited (drawing power capped at 25 crores)

- Personal guarantee of Mr. V. G. Siddhartha

- The loan carried an interest rate of 15% p.a. compounded monthly.

- The Company had an option of voluntary prepayment under certain circumstances as set out in the arrangement. Further, the Company has an option to repay the loan in advance with a prepayment premium of 2%.

- Amounts unpaid on due date will attract overdue interest at 24% p.a compounded monthly

- The loan was repayable at the end of 60 months from the date of issue.

- The Company had prepaid the loan outstanding of Rs.500 million on 9 November 2015.

(ix) From Kotak Mahindra Investments Limited [Principal amount of loan amounting to Rs.Nil (31 March 2016: Rs.Nil; 1 April 2015 - Rs.200 million)- Secured by

- Security

- Pledged a proportion of shares of Mindtree Limited as acceptable by KMPL (drawing power capped at Rs.100 million)

- Pledge of 864,920 shares of Coffee Day Global Limited (drawing power capped at Rs.100 million)

- Pledged a proportion of shares of Sical Logistics Ltd towards additional security for the limit of Rs.100 million (against Mindtree shares)

- Personal guarantee of Mr. V. G. Siddhartha

- The loan carried an interest rate of 15% p.a. which should be debited to the loan account of the borrower.

- The Company had an option of voluntary prepayment under certain circumstances as set out in the arrangement. Further, the Company has an option to repay the loan in advance with a prepayment premium of 2%.

- Amounts unpaid on due date will attract overdue interest at 24% p.a compounded monthly

- The loan is repayable at the end of 60 months from the date of issue.

- The Company had prepaid the loan outstanding of Rs.200 million on 9 November 2015.

(x) Non-convertible redeemable preference shares

The Company had issued 115,402 Series A non-cumulative redeemable preference shares (''NCRPS'') of Rs.10 each and 167,404 Series B NCRPS of Rs.10 each, at a premium of Rs.1,758 per share to Aten Portfolio Managers Private Limited. The holders of Series A and Series B NCRPS shall be entitled to a non-cumulative preferred dividend calculated at the rate of 0.001% on the NCRPS amounts on a quarterly basis, which shall be payable, if declared by the Company.

Redemption - All NCRPS shall be redeemed on the redemption date, being 36 months from first closing date i.e. 27 April 2012 or the trigger date whichever is earlier. Series A NCRPS shall be redeemed on the redemption date at an amount calculated by multiplying the Series A investment amount with the amounts provided in Part A of Schedule II of shareholders agreement resulting in a redemption premium of Rs.13.47 million. Series B NCRPS shall be redeemed on the redemption date at an amount equivalent to Rs.50 crores resulting in a redemption premium of Rs.204.03 million. In the event redemption of the Series A NCRPS occurs at any time prior to the redemption date, then the aggregate redemption amount for the Series A NCRPS and Series B NCRPS shall be equivalent to sum of the investment amount and the charges calculated at the rate of 14.5% per annum on the investment amount from the previous Series A put option date on which the put option has been exercised by the investor till the date of redemption.

NCRPS carry a call option on the earlier of the date of expiry of 18 months from the first closing date and thereafter on the date falling on expiry of every six months from the call option trigger date or the date on which the investors issues the notice for indemnification. The Promoter shall have the right but not an obligation to call upon the investor to transfer the investor securities to the Promoter, subject to the conditions as defined in the Share Subscription Agreement. The investor at any time after expiry of period of 24 months from the investment date or the occurrence of the trigger event as defined in the put option agreement whichever is earlier, at its sole option shall have the right but not the obligation to issue a notice to the purchaser pursuant to which the investor shall require the purchaser to purchase, at the investor''s put option price, all of the investor securities held by the investor in the Company on such date and as indicated in the investor put option notice on the put option settlement date.

Liquidation preference - The investor shall have a right to receive the entire Series A and Series B redemption amount and shall rank pari passu with the right of the other holders of securities in the Company upon the occurrence of a liquidation event.

The Company vide Board Resolution dated 12 May 2015 redeemed 115,402 Series A non-convertible redeemable preference shares of Rs.10 each and 167,404 Series B non-convertible redeemable preference shares of Rs.10 each at an aggregate sum of Rs.719.29 million which included a redemption premium of Rs.716.47 million.

(xi) Compulsorily convertible preference shares

The Company had issued 1,357,410 non-cumulative compulsorily convertible preference shares (''CCPS'') of Rs.10 each at a premium of Rs.1,758.07 per share to Standard Chartered Private Equity (Mauritius) II Limited. These CCPS carry a dividend rate of 0.001% p.a. In case of Company declaring any dividend on its equity shares, shareholder of CCPS will also be eligible for economic equivalent of preference dividend on a fully dilutive basis.

During the year ended 31 March 2016, the Company has converted all of its outstanding convertible securities to Equity Shares before filing of the Red Herring Prospectus with the Registrar of Companies (RoC). Accordingly, on 28 September 2015, the Company has converted the CCPS''s held by Standard Chartered Private Equity (Mauritius) II Limited into 13,969,232 equity shares of Rs.10 each.

(xii) There are no continuing default in the repayment of the principal loan and interest amounts with respectto the above loans.

(xiii) Refer 16(xv) for the aggregate amount of borrowing secured by personal guarantee of Director.

* In accordance with Ind AS 33 on ''Earnings Per Share'', basic and diluted earnings per share is adjusted for 1:7 bonus issue for previous period presented.

** As the effect of conversion of compulsorily convertible preference shares and compulsorily convertible debentures are anti-dilutive, dilutive effect for the previous year have been considered as Nil.

31 LEASES

The Company leases land for operating resort under non-cancellable operating lease agreement. The Company intends to renew such lease in the normal course of its business. Total rental expense under non-cancellable operating lease was Rs.4.90 million (Previous year: Rs.4.55 million).

The Company leases office premises and staff quarters under cancellable operating lease agreements. The Company intends to renew such leases in the normal course of its business. Total rental expense under cancellable operating leases was Rs.0.16 million (Previous year: Rs.0.16 million).

32 SEGMENT INFORMATION

A Basis for segmentation

Based on the ""management approach"" as defined in Ind AS 108 - Operating Segments, Managing Director of the Company has been identified as the Chief Operating Decision Maker (CODM). The Chief Operating Decision Maker evaluates the Company''s performance and allocates resources based on an analysis of various performance indicators by business segments. Accordingly, information has been presented along these business segments viz. Coffee trading, Hospitality and Investment operations as its operating segments.

The accounting principles used in the preparation of the financial statements are consistently applied to record revenue and expenditure in individual segments, and are as set out in the significant policies.

Certain items are not specifically allocable to individual segments as the underlying services are used interchangeably. The Company, therefore, believes that it is not practicable to provide segment disclosures relating to such items, and accordingly such items are separately disclosed as unallocated. Unallowable expenses comprises of certain other corporate costs.

The following summary describes the operations in each of the Company''s reportable segments:

C Geographical information

The Company''s operations are based only in India. Hence all of the revenues and the noncurrent assets of the Company are located in India.

D Major Customer

Revenue from two parties of the Company''s Investment operations segment is Rs.444.37 million (Previous year: 199.24 million) which is more than 10% of the Company''s total revenue.

Revenue from one Customer of the Company''s coffee trading segment is Rs.283.33 million (Previous year: Nil) which is more than 10%of the Company''s total revenue.

33 RELATED PARTY TRANSACTIONS

A. Enterprises where control exists:

- The related parties where control exists include subsidiaries, associates and joint ventures as referred in Note 1

B. Key management personnel

Executive key management personnel represented on the Board of the Company are -

- Mr. V.G. Siddhartha

- Mr. Sadananda Poojary

- Mr. R. Ram Mohan

* Section 186 (7) of the Companies Act, 2013 (''the Act'') states that no loan shall be given at a rate of interest lower than the prevailing yield of one year, three year, five year or ten year Government Security closest to the tenor of the loan. However, section 186 (11) of the Act grants exemption from application of Section 186 of the Act, to loans made by companies engaged in the business of providing infrastructure facilities. Schedule VI of the Act has defined infrastructure facilities to include tourism, including hotels, convention centers and entertainment centres. Since, the Company is in the business of operating resorts, it has obtained a opinion that it is exempt from the provisions of Section 186 of the Act. Accordingly, the Company has not charged interest in relation to loan provided to its wholly owned subsidiary.

** However, the Company has charged interest on loans given to Tanglin Developments Limited @ 10% with effect from 1 April 2016.

The remuneration of directors and key executives is determined by the remuneration committee having regard to the performance of individuals and market trends. Post employment benefit comprising gratuity and compensated absences are not disclosed as these are determined for the Company as a whole.

F. Terms and conditions

All transactions and outstanding balances with these related parties are priced on an arm''s length basis and are to be settled within the credit period allowed as per the policy. None of the balances are secured.

34 EMPLOYEE BENEFITS OBLIGATIONS (contd.)

The estimates of future salary increases, considered in actuarial valuation, takes into account inflation, seniority, promotion and other relevant factors such as supply and demand factors in the employment market.

Assumptions regarding future mortality have been based on published statistics and mortality tables. The current longevities underlying the values of the defined benefit obligation at the reporting date were as follows.

Although the analysis does not take account of the full distribution of cash flows expected under the plan, it does provide an approximation of the sensitivity of the assumptions shown.

35 During the year 31 March 2016, the Company had completed the initial public offer (IPO) and raised a total capital of Rs.11,500 million by issuing 35,060,975 equity shares of Rs.10 each at a premium of Rs.318 per share. The equity shares of the Company were listed on Bombay Stock Exchange and National Stock Exchange effective 2 November 2015. The proceeds from IPO is Rs.10,738.63 million (net of issue expenses).

As per the terms set out in the prospectus on "Utilization of IPO Proceeds", the Company was required to utilize IPO proceeds aggregating Rs.4,100 million towards repayment of existing loan as well as financing of coffee business in one of its subsidiary Company, Coffee Day Global Limited. The Company has transferred IPO proceeds to its subsidiary Company by investing in Compulsorily Convertible Debentures having face value of Rs.4,100 million.

The amount of Rs.1,641 million lying unutilized as at 31 March 2016 has been entirely utilized by the Company towards repayment/ prepayment of loan and financing of coffee business during the year ended 31 March 2017.

The Company has not disclosed the fair values for financial instruments for loans (current and noncurrent), other financial assets (current and noncurrent) , trade receivables, cash and cash equivalents and bank balances other than cash and cash equivalents, Trade payables, other financial liabilities (current and noncurrent) because their carrying amounts are reasonably approximation of fair value. Investment in equity shares are not appearing as financial asset in the table above being investment in subsidiaries accounted under Ind AS 27, Separate Financial Statements is scoped out under Ind AS 109.

The Company has not disclosed the fair values for financial instruments for loans (current and noncurrent), other financial assets (current and noncurrent) , trade receivables, cash and cash equivalents and bank balances other than cash and cash equivalents, Trade payables, other financial liabilities (current and noncurrent) because their carrying amounts are reasonably approximation of fair value. Investment in equity shares are not appearing as financial asset in the table above being investment in subsidiaries accounted under Ind AS 27, Separate Financial Statements is scoped out under Ind AS 109.

The Company has not disclosed the fair values for financial instruments for loans (current and noncurrent), other financial assets (current and noncurrent) , trade receivables, cash and cash equivalents and bank balances other than cash and cash equivalents, Trade payables, other financial liabilities (current and noncurrent) because their carrying amounts are reasonably approximation of fair value. Investment in equity shares are not appearing as financial asset in the table above being investment in subsidiaries accounted under Ind AS 27, Separate Financial Statements is scoped out under Ind AS 109.

Fair value hierarchy

Fair value hierarchy explains the judgment and estimates made in determining the fair values of the financial instruments that are

a) recognized and measured at fair value

b) measured at amortized cost and for which fair values are disclosed in the financial statements.

To provide an indication about the reliability of the inputs used in determining fair value, the Company has classified its financial instruments into the three levels prescribed under the accounting standard. An explanation of each level follows underneath the table:

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

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

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

B Measurement of fair values

(i) Valuation techniques and significant unobservable inputs

The fair value of the financial assets and liabilities is included at the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale. The following methods and assumptions were used to estimate the fair values:

- The fair values of the Company''s interest-bearing debentures and loans are determined by using DCF method using discount rate that reflects the issuer''s borrowing rate as at the end of the reporting period. The own non-performance risk as at 31 March 2017 and 31 March 2016 was assessed to be insignificant.

The following tables show the valuation techniques used in measuring Level 3 fair values. The significant unobservable inputs used have not been disclosed as no financial assets and liabilities have been measured at fair value:

C Financial risk management

The Company has exposure to the following risks arising from financial instruments:

- credit risk (see (b));

- liquidity risk (see (c)); and

- market risk (see (d)).

(a) Risk management framework

The Company''s board of directors has overall responsibility for the establishment and oversight of the Company''s risk management framework. 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 Company, through its training and management standards and procedures, aims to maintain a disciplined and constructive control environment in which all employees understand their roles and obligations.

Board 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. Board is assisted in its oversight role by Internal Audit. Internal Audit undertakes both regular and ad hoc reviews of risk management controls and procedures, the results of which are reported to the Audit Committee.

(b) Credit risk

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

The carrying amounts of financial assets represent the maximum credit risk exposure.

i) Trade receivables:

The Company''s exposure to credit risk is influenced mainly by the individual characteristics of each customer. However, management also considers the factors that may influence the credit risk of its customer base, including the default risk associated with the industry and country in which customers operate.

The Company considers the probability of default upon initial recognition of asset and whether there has been a significant increase in credit risk on an ongoing basis throughout each reporting period. To assess whether there is a significant increase in credit risk the Company compares the risk of a 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 forwarding-looking information. Especially the following indicators are incorporated:

- internal credit rating

- actual or expected significant adverse changes in business, financial or economic conditions that are expected to cause a significant change to the borrower''s ability to meet its obligations

- actual or expected significant changes in the operating results of the borrower

- significant changes in the expected performance and behavior of the borrower, including changes in the payment status of borrowers in the Company and changes in the operating results of the borrower

Based on the above analysis, the Company does not expect any credit risk from its trade receivables for any of the years reported in this financial statements.

(c) 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. The Company uses activity-based costing to cost its products and services, which assists it in monitoring cash flow requirements and optimizing its cash return on investments.

Maturities of financial liabilities

The following are the remaining contractual maturities of financial liabilities at the reporting date. The amounts are gross and undiscounted contractual cash flow, and include contractual interest payments and exclude the impact of netting agreements.

(d) Market risk

Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and equity prices, which 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 optimizing the return.

i) Currency risk

The Company is not exposed to any currency risk. The currencies in which these transactions are denominated is Rs.

ii) 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 rate risk. The Company adopts a policy of ensuring that between 80% and 90% of its interest rate risk exposure is at a fixed rate. This is achieved partly by entering into fixed-rate instruments and partly by borrowing at a floating rate.

Sensitivity analysis

Fair value sensitivity analysis for fixed-rate instruments

Fair value sensitivity analysis for fixed-rate instruments A reasonably possible change of 100 basis points in interest rates at the reporting date would have increased or decreased profit or loss by Rs.109.32 million (2015-16: Rs.81.35 million). This analysis assumes that all other variables, in particular foreign currency exchange rates, remain constant.

Cash flow sensitivity analysis for variable-rate instruments

A reasonably possible change of 100 basis points in interest rates at the reporting date would have increased (decreased) profit or loss by the amounts shown below. This analysis assumes that all other variables, in particular foreign currency exchange rates, remain constant.

In order to achieve this overall objective, the Company''s capital management, amongst other things, aims to ensure that it meets financial covenants attached to the interest-bearing loans and borrowings that define capital structure requirements. Breaches in meeting the financial covenants would permit the bank to immediately call loans and borrowings. There have been no breaches in the financial covenants of any interest-bearing loans and borrowing in the current year.

38 FIRST TIME ADOPTION

As stated in Note 2.1, these financial statements of the Company for the year ended 31 March 2017 is the first prepared in accordance with Indian Accounting Standards (Ind AS). For the year ended 31 March 2016, the Company had prepared its financial statements in accordance with Companies (Accounting Standards) Rules, 2006, notified under Section 133 of the Act and other relevant provisions of the Act (''Previous GAAP'').

The accounting policies set out in Note 2 have been applied in preparing these financial statements for the year ended 31 March 2017 including the comparative information for the year ended 31 March 2016 and the opening standalone Ind AS balance sheet on the date of transition i.e. 1 April 2015.

In preparing its Ind AS balance sheet as at 1 April 2015 and in presenting the comparative information for the year ended 31 March

2016, the Company has adjusted amounts reported previously in standalone financial statements prepared in accordance with previous GAAP. This note explains the principal adjustments made by the Company in restating its financial statements prepared in accordance with previous GAAP, and how the transition from previous GAAP to Ind AS has affected the Company financial position, financial performance.

Optional exemptions availed and mandatory exceptions

In preparing these financial statements, the Company has applied the below mentioned optional exemptions and mandatory exceptions.

(a) Optional exemptions availed:

(i) Property plant and equipment, intangible assets As per Ind AS 101 an entity may elect to:

(i) measure an item of property, plant and equipment at the date of transition at its fair value and use that fair value as its deemed cost at that date

(ii) use a previous GAAP revaluation of an item of property, plant and equipment at or before the date of transition as deemed cost at the date of the revaluation, provided the revaluation was, at the date of the revaluation, broadly comparable to:

- fair value;

- or cost or depreciated cost under Ind AS adjusted to reflect, for example, changes in a general or specific price index. The elections under (i) and (ii) above are also available for intangible assets that meets the recognition criteria in Ind AS 38, Intangible Assets, (including reliable measurement of original cost); and criteria in Ind AS 38 for revaluation (including the existence of an active market).

(iii) use carrying values of property, plant and equipment, intangible assets and investment properties as on the date of transition to Ind AS (which are measured in accordance with previous GAAP and after making adjustments relating to decommissioning liabilities prescribed under Ind AS 101) if there has been no change in its functional currency on the date of transition.

On transition to Ind AS, the Company has elected to recognize the carrying value of all of its property, plant and equipment as at 1 April 2015 as per para 16 of Ind AS 16 except for building which has been measured at fair value.

(ii) Leases

Ind AS 17 requires a lease of land to be assessed as an operating or finance lease at the commencement of the lease. However, Ind AS 101 provides the option to assess the same based on facts and circumstances existing on the date of transition.

The Company has elected to avail the exception available under Ind AS 101 and assess for the classification of lease as on the date of transition only.

(iii) Investments in subsidiaries and associates

Ind AS 101 provides an exemption to the first-time adopter to measure an investment in subsidiaries and associates at:

a) cost determined in accordance with Ind AS 27; or

b) deemed cost, which shall be its:

i) fair value at the entity''s date of transition to Ind ASs in its separate financial statements; or

ii) previous GAAP carrying amount at that date.

The Company has chosen to avail the exemption provided by Ind AS 101 and value all its investments in subsidiaries and associates at cost as per Ind AS 27.

(b) Mandatory exceptions availed:

Ind AS 101 also allows first-time adopters certain mandatory exceptions to be applied for retrospective application of certain requirements under Ind AS for transition from the previous GAAP:

(i) Classification and measurement of financial assets

Ind AS 101 requires an entity to assess classification of financial assets on the basis of facts and circumstances existing as on the date of transition. Further, the standard permits measurement of financial assets accounted at amortized cost based on facts and circumstances existing at the date of transition if retrospective application is impracticable.

Accordingly, the Company has determined the classification of financial assets based on facts and circumstances that exist on the date of transition. Measurement of the financial assets accounted at amortized cost has been done retrospectively except where the same is impracticable.

(ii) Estimates

As per Ind AS 101, an entity''s estimates in accordance with Ind AS at the date of transition to Ind AS at the end of the comparative period presented in the entity''s first Ind AS financial statements, as the case may be, should be consistent with estimates made for the same date in accordance with the previous GAAP unless there is objective evidence that those estimates were in error.

However, the estimates should be adjusted to reflect any differences in accounting policies. As per Ind AS 101, where application of Ind AS requires an entity to make certain estimates that were not required under previous GAAP, those estimates should be made to reflect conditions that existed at the date of transition (for preparing opening Ind AS balance sheet) or at the end of the comparative period (for presenting comparative information as per Ind AS).

Upon an assessment of the estimates made under Previous GAAP, the Company has concluded that there was no necessity to revise such estimates under Ind AS, other than those required due to application of Ind AS.

(iii) De-recognition of financial assets and liabilities

As per Ind AS 101, an entity should apply the derecognition requirements in Ind AS 109, Financial Instruments, prospectively for transactions occurring on or after the date of transition to Ind AS.

However, an entity may apply the derecognition requirements retrospectively from a date chosen by it if the information needed to apply Ind AS 109 to financial assets and financial liabilities derecognized as a result of past transactions was obtained at the time of initially accounting for those transactions.

The Company has chosen to avail the exception to apply the derecognition provisions of Ind AS 109 prospectively from the date of transition.

* The previous GAAP figures have been reclassified to conform with Ind AS.

The adjustment is on account of fixed deposits as at 31 March 2016 amounting to Rs.88.95 million classified under cash and cash equivalents under previous GAAP which is classified under balances other than cash and cash equivalents under Ind AS.

(d) Notes to explanation of transition to Ind AS

1) Fair valuation of property, plant and equipment and other intangible assets

The Company has elected to measure building at fair value at the date of transition to Ind AS. Hence at the date of transition to Ind AS, a decrease of Rs.31.24 million (31 March 2016: Rs.29.24 million) was recognized in property, plant and equipment. This amount has been recognized against retained earnings.

2) Financial guarantee commission to subsidiaries

The Company has provided financial gurantees to bank and financial institutions for loans taken by its subsidiaries and step-subsidiaries. Hence at the date of transition to Ind AS, an increase of Rs.12.13 million (31 March 2016: Rs.39.43 million) was recognized in investments. This dividene income recognized against the same has been recognized against retained earnings.

3) Loans to subsidiaries

The Company has provided loans to its subsidiaries and step-subsidiaries. At the date of transition to Ind AS, the Company has reassesd the terms and conditions for loans given and classified as current financial assets.

4) Current tax assets

At the date of transition to Ind AS, the Company has reassess the and classified the tax related assets classified under other noncurrent assets as per the previous GAAP amounting 35.59 million as on the date of transition ( 31 March 2016: Rs.28.22 million) as current tax assets as per Ind AS.

5) Borrowings

Ind AS 109 requires transaction costs incurred towards origination of borrowings to be deducted from the carrying amount of borrowings on initial recognition. These costs are recognized in the profit or loss over the tenure of the borrowing as part of the interest expense by applying the effective interest rate method.

6) Compulsorily convertible and non-convertible preference shares

The Company has issued compulsorily convertible preference shares and non-convertible redeemable preference shares. The compulsorily convertible preference shares carry fixed cumulative dividend at rate of 0.001% p.a. and non-convertible redeemable preference shares carries non-cumulative preferred dividend calculated at the rate of 0.001%, if declared by the Company. Under Indian GAAP, these preference shares were classified as equity and dividend payable thereon was treated as distribution of profit, if any.

Under Ind AS, preference shares are classified as liability based on the terms of their contract. Interest and premium on liability component is recognized using the effective interest method. Thus the preference share capital is reduced by Rs.16.39 million (31 March 2016: Nil) with a corresponding increase in borrowings as liability component.

7) Remeasurement of post-employment benefit expenses

Under Ind AS, remeasurements i.e. actuarial gains and losses and the return on plan assets, excluding amounts included in the net interest expense on the net defined benefit liability are recognized in other comprehensive income instead of profit or loss. Under the previous GAAP, these remeasurements were forming part of the profit or loss for the year. As a result of this change, the profit for the year ended 31 March 31 2016 decreased by Rs.0.32 million. There is no impact on the total equity as at 31 March 2016.

8) Rent equalization reserve

Under the previous GAAP, lease payments under an operating lease shall be recognized as an expense on a straight-line basis over the lease term. Under Ind AS, if the payments to the less or are structured to increase in line with expected general inflation to compensate for the less or’s expected inflationary cost increase, then lease payments are not straight-lined. Accordingly, the Company has reversed rent equalization reserve under Ind AS. Difference due to this has been recognized as rent expense. Consequent to this change, the amount of rent equalization reserve decreased by Rs.11.69 million as at 1 April 2015 (31 March 2016 - Rs.13.46 million). Total equity increased by Rs.11.69 million as on

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Mar 31, 2016

1 Background

Coffee Day Enterprises Limited (erstwhile Coffee Day Enterprises Private Limited) (''CDEL'' or ''the Company'') was incorporated as a private limited company under the Companies Act, 1956 on 20 June 2008 by conversion of erstwhile partnership firm M/s Coffee Day Holding Co. The registered office of the Company is located in Bangalore, India. The Company converted into a public Company during the year 2014-15. During the year, the Company undertook an Initial Public Offer of equity shares and subsequently got the equity shares listed on the Bombay Stock Exchange (BSE) and National Stock Exchange (NSE) effective 2 November 2015.

CDEL is the holding company of the Coffee Day Group. The Company owns and operates a resort and also renders consultancy services. The Company is also engaged in the trading of coffee beans.

1.1 The details of subsidiary companies, joint ventures and associates of the Company, together with the proportion of shareholding by the Company are as follows:

2 Leases

The Company leases land for operating the resort under a non-cancellable operating lease agreement. The Company intends to renew such leases in the normal course of its business. Total rental expense under non-cancellable operating lease was Rs. 6.32 million (Previous year: Rs. 6.32 million).

Future minimum lease payments under non-cancellable operating lease as at 31 March 2016 are as follows:

3 Related parties disclosures A. Enterprises where control exists

- The related parties where control exists also include subsidiaries as referred in Note 1.1

IB. Parties which are under common control and with whom transactions have taken place:

- Sivan Securities Private Limited

- Mysore Amalgamated Coffee Estates Limited

- Coffee Day Global Limited

C. Key management personnel

Executive key management personnel represented on the Board of the Company are:

- Mr. V.G. Siddhartha

- Mr. Sadananda Poojary

- Mr. R. Ram Mohan

The non-executive directors on the Board of the Company are:

- Mr. Sanjay Nayar

- Mrs. Malavika Hegde

- Mr. S V Ranganath

- Mr. Albert Hieronimus

- Mr. M D Mallya

4 Segment reporting

The Company is the holding company of the Coffee Day Group. The subsidiary companies have business interests across multiple sectors such as coffee and related business, leasing of commercial office space, financial services, integrated multimodal logistics, hospitality and IT/ ITeS. Other than being an investment company, on a standalone basis, the Company owns and operates a resort and also renders consultancy services.

Effective 1 April 2014, the Company has reorganized its business units. Consequently the financial reporting of the business unit performance to the Management has also been updated with the new organization structure. Pursuant to such re-organisation, Hospitality and Investment operations are identified as reportable business segments.

The accounting principles consistently used in the preparation of the financial statements are also consistently applied to record income and expenditure in individual segments.

Assets, liabilities, revenues and direct expenses in relation to segments are categorised based on items that are individually identifiable to that segment, while other costs, wherever allocable, are apportioned to the segments on an appropriate basis. Certain items are not specifically allocable to individual segments as the underlying services are used interchangeably. The Company therefore believes that it is not practicable to provide segment disclosures relating to such items, and accordingly such items are separately disclosed as ''unallocated''.

The only geographical segment is India. Since the relevant information is available from the balance sheet and statement of profit and loss itself, the Company is not required to disclose the secondary segment information as per Accounting Standard 17 - Segment Reporting.

5 As per the requirements of Section 71(4) of the Companies Act 2013, the Company is required to create a Debenture Redemption Reserve (''DRR'') to which adequate amounts shall be credited out of its profits every year until such debentures are redeemed, and shall utilize the same exclusively for redemption of a particular set or series of debentures only. In the absence of profits, the Company has not transferred any amount to DRR during the year.

6 During the year, the Company has completed the initial public offer (IPO) and raised a total capital of Rs. 11,500 million by issuing 35,060,975 equity shares of Rs 10 each at a premium of Rs 318 per share. The equity shares of the Company were listed on the Bombay Stock Exchange and National Stock Exchange effective 2 November 2015. The proceeds from IPO is Rs. 10,738.63 million (net of issue expenses).

As per the terms set out in the prospectus on "Utilisation of IPO Proceeds", the Company was required to utilise IPO proceeds aggregating Rs 4,100 million towards repayment of existing loan as well as financing of coffee business in one of its subsidiary company Coffee Day Global Limited. The Company has transferred IPO proceeds to its Subsidiary Company by investing in Compulsorily Convertible Debentures having face value of Rs. 4,100 million. Of the Rs 4,100 million, the Subsidiary Company has utilized an amount of Rs. 2,459 million towards repayment of loan and financing of the coffee business and the balance unutilised amount of Rs. 1,641 million is maintained in fixed deposits with banks.

Expenses incurred by the Company aggregating to Rs. 761.37 million (including service tax), in connection with the IPO have been adjusted towards the securities premium in accordance with Section 52 of the Companies Act, 2013, of which Rs.47.37 million is accrued and maintained in a separate escrow account.

7 Deferred Taxes

In accordance with Accounting Standard 22 - "Accounting for taxes on income", the management believes that there is no virtual certainty supported by convincing evidence for recognising deferred tax asset on business losses incurred during the current as well as earlier years.

8 Corresponding figures for the previous year have been regrouped/ reclassified, where necessary, to conform to the current year''s classification.