Mar 31, 2025
The Company has only one class of equity shares having a par value of Rs. 10 per share. Each holder of equity shares is entitled to one vote per share. The Company declares and pays dividends in Indian rupees. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting.
In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by shareholders.
14.1 Securities premium
Securities premium is used to record the premium on issue of shares. The reserve can be utilised only for limited purposes such as issuance of bonus shares in accordance with the provisions of the Companies Act, 2013.
14.2 Capital reserve
Capital reserve represents the difference between value of the net assets transferred to the Company in the course of business combinations and the consideration paid for such combinations.
14.3 Share based payment reserve
The Company has two share option schemes under which options to subscribe for the Companyâs shares have been
granted to certain executives and senior employees. The share-based payment reserve is used to recognise the value of equity-settled share-based payments provided to employees, including key management personnel, as part of their remuneration.
Refer to Note 31 for further details of these plans.
14.4 General reserve
General reserve is the retained earning of the Company which is kept aside out of the Company''s profits to meet future (known or unknown) obligations.
14.5 Retained earnings
Retained earnings are created from the profit/loss of the Company, as adjusted for distributions to owners, transfers to other reserves, etc.
During the current year, the Company has reversed the deferred consideration payable of Rs. 2,212 lakhs, in respect of the acquisition of Infobeans Cloudtech Limited which is no longer payable under the Share Purchase Agreement, as the erstwhile promoters have surrendered their rights in CCPS. Out of this, an amount of Rs. 54 lakhs has been reversed to statement of profit and loss as other income which was charged as finance cost in the current financial year and remaining amount of Rs. 2,158 lakhs has been reduced from the cost of acquisition of subsidiary.
In March 2025, Rs. 183 lakhs (March 2024: Rs. 356 lakhs) was recognised as provision for expected credit losses on trade receivables.
Contract assets relates to revenue earned from ongoing software services. As such, the balances of this account vary and depend on the number of ongoing services at the end of the year.
The Company has arrangements with the customer which are on âtime and materialâ basis. The performance obligation in case of time and material contracts is satisfied over time. Revenue is recognised as and when the services are performed.
The Company also performs work under âfixed-priceâ arrangements. Revenue from fixed-price contracts is recognized as per the âpercentage- of-completionâ method, where the performance obligations are satisfied over time and when there is no uncertainty as to measurement or collectability of consideration. When there is uncertainty as to measurement or ultimate collectability, revenue recognition is postponed until such uncertainty is resolved. Percentage of completion is determined based on the project costs incurred to date as a percentage of total estimated project costs required to complete the project. The input method has been used to measure the progress towards completion as there is direct relationship between input and productivity.
Contract liabilities represents the obligation of the Company to perform services for which the entity has received consideration from the customer.
The Code on Social Security, 2020 (âCodeâ) relating to employee benefits during employment and post-employment benefits received Presidential assent in September 2020. The Code has been published in the Gazette of India. Certain sections of the Code came into effect on 03 May 2023. However, the final rules/interpretation have not yet been issued. Based on a preliminary assessment, the entity believes the impact of the change will not be significant.
Basic EPS amounts are calculated by dividing the profit for the year attributable to equity holders of the Company by the weighted average number of Equity shares outstanding during the year.
Diluted EPS amounts are calculated by dividing the profit attributable to equity holders of the Company by the weighted average number of Equity shares outstanding during the year plus the weighted average number of Equity shares that would be issued on conversion of all the dilutive potential Equity shares into Equity shares.
The Company makes Provident fund and Employee State Insurance Scheme contributions which are defined contribution plans, for qualifying employees. Under the schemes, the Company is required to contribute a specified percentage of the payroll costs to fund the benefits. The Company recognised Rs. 501 lakhs for the year ended 31 March 2025 (Rs. 441 lakhs for the year ended 31 March 2024) for Provident Fund contributions in the Statement of Profit and Loss. The contributions payable to these plans by the Company are at rates specified in the rules of the schemes.
The weighted average duration of the defined benefit plan obligation at the end of the reporting period is 22 years (31 March 2024: 23 years).
The Company is primarily engaged in business of software development services, specializing in business application development for web and mobile and operate at Capability Maturity Model Integration (CMMI) level 5, which is considered by the management to constitute one business segment. Accordingly, there is no other separate reportable segment as defined by Ind AS 108 âOperating Segmentsâ, however the Company has presented geographical information in the consolidated financial statements.
The employee stock option plan is designed to provide incentives to the employees of the Company to deliver longterm returns and is an equity settled plan. The ESOP Scheme is administered by the Nomination and Remuneration committee. Participation in the plan is at the Nomination and Remuneration committee''s discretion and no individual has a contractual right to participate in the pIan or to receive any guaranteed benefits. The Nomination and remuneration committee of the Company has approved multiple grants with related vesting conditions. Vesting of the options would be subject to continuous employment with the Company and hence the options would vest with passage of time The ESOP schemes have service condition, which require the employee to complete a period of 5 years of continuous service, as a vesting condition. The vesting pattern of various schemes has been provided below:
Each of these scheme has in total 5 grants, to be announced every year for the next 4 years from the date of the first grant, and vesting period for all these granted options is 5 years from the date of the first grant.
The expected price volatility is based on historical volatility (based on remaining life of the options) adjusted for any expected change to future volatility due to publicly available information.
The Companyâs principal financial liabilities, other than derivatives, comprise deferred consideration payable, employee payable, lease payable, trade and and other payables. The main purpose of these financial liabilities is to finance the Companyâs operations and to provide guarantees to support its operations. The Companyâs principal financial assets include investments, trade receivables, cash and cash equivalents, and other financial assets that derive directly from its operations. The Company also holds investments in debt and equity instruments and enters into derivative transactions.
The Company is exposed to market risk, credit risk, liquidity risk and interest rate risk. The Companyâs senior management oversees the management of these risks. The Companyâs senior management is supported by a financial risk committee that advises on financial risks and the appropriate financial risk governance framework for the Company. The financial risk committee provides assurance to the Companyâs senior management that the Companyâs financial risk activities are governed by appropriate policies and procedures and that financial risks are identified, measured and managed in accordance with the Companyâs policies and risk objectives. All derivative activities for risk management purposes are carried out by specialist teams that have the appropriate skills, experience and supervision. It is the Companyâs policy that no trading in derivatives for speculative purposes may be undertaken. The Board of Directors reviews and agrees policies for managing each of these risks, which are summarised below.
Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises three types of risk: interest rate risk, currency risk and other price risk, such as equity price risk and commodity risk. Financial instruments affected by market risk include
trade receivable and investments and derivative financial instruments.
Foreign currency risk
Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes in foreign exchange rates. The Companyâs exposure to the risk of changes in foreign exchange rates relates primarily to the Companyâs operating activities (when revenue or expense is denominated in a foreign currency) and the Companyâs net investments in foreign subsidiaries.
The Company has a policy to keep 50 % forex exposure on the books that are likely to occur within a maximum 12-month period for hedges of foreign currency exposure of the underlying transactions.
When a derivative is entered into for the purpose of being a hedge, the Company negotiates the terms of those derivatives to match the terms of the hedged exposure. For hedges of forecast transactions the derivatives cover the period of exposure from the point the cash flows of the transactions are forecasted up to the point of settlement of the resulting receivable or payable that is denominated in the foreign currency.
Equity price risk
The Companyâs listed equity securities/mutual fund investments are susceptible to market price risk arising from uncertainties about future values of the investment securities. The Company manages the equity price risk through diversification and by placing limits on individual and total equity instruments. Reports on the equity portfolio are submitted to the Companyâs senior management on a regular basis. The Companyâs Board of Directors reviews and approves all equity investment decisions.
At the reporting date, the exposure to mutual funds (with equity component) was Rs. 1,801 lakhs (31 March 2024: Rs. 513 lakhs).
Credit risk is the risk that a counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. The Company is exposed to credit risk from its operating activities (primarily trade receivables) and from its financing activities, including deposits with banks, foreign exchange transactions and other financial instruments.
Trade receivables
Customer credit risk is managed by each business unit subject to the Companyâs established policy, procedures and control relating to customer credit risk management. Credit quality of a customer is assessed based on an extensive credit rating scorecard and individual credit limits are defined in accordance with this assessment. At March 31, 2025, the Company had 7 customers (March 31, 2024: 8 customers) that owed the Company more than 5% each of total receivable and accounted for approximately 76.56% (March 31, 2024: 57.20%) of all the receivables outstanding. At March 31, 2025, the Company had 3 customer (March 31, 2024: 0 customers) that owed the Company more than 10% each of total receivable.
Financial instruments and cash deposits
Credit risk from balances with banks and financial institutions is managed by the Companyâs treasury department in accordance with the Companyâs policy. Investments of surplus funds are made only with approved
counterparties and within credit limits assigned to each counterparty. Counterparty credit limits are reviewed by the Companyâs Board of Directors on an annual basis, and may be updated throughout the year. The limits are set to minimise the concentration of risks and therefore mitigate financial loss through counterpartyâs potential failure to make payments.
The Companyâs maximum exposure to credit risk for the components of the balance sheet as at 31 March 2025 and 31 March 2024 is the carrying amounts of each class of financial assets.
Liquidity risk is the risk that the Company may encounter difficulty in meeting its present and future obligations associated with financial liabilities that are required to be settled by delivering cash or another financial asset. The Company''s objective is to, at all times, maintain optimum levels of liquidity to meet its cash and collateral obligations. The Company requires funds both for short term operational needs as well as for long term investment programs mainly in growth projects. The Company closely monitors its liquidity position and deploys a robust cash management system. It aims to minimise these risks by generating sufficient cash flows from its current operations, which in addition to the available cash and cash equivalents, liquid investments and sufficient committed fund facilities, will provide liquidity.
Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates.
The Company doesn''t have any borrowing during the current year, and hence it is not exposed to risk of changes in market interest rates. Hence sensitivity with respect to change in interest rates is not given.
For the purpose of the Company''s capital management, capital includes issued equity capital and all other equity reserves attributable to the equity holders of the Company. The primary objective of the Company''s capital management is to ensure that it maintains a strong credit rating and healthy capital ratios in order to support its business and maximise shareholder value.
The Company manages its capital structure and makes adjustments to it in light of changes in economic conditions and the requirements of the financial covenants. To maintain or adjust the capital structure, the Company may adjust the dividend payment to shareholders, return capital to shareholders or issue new shares. The Company monitors capital using a gearing ratio, which is net debt divided by total capital plus net debt. The Company''s policy is to keep the gearing ratio optimum. The Company includes within net debt, interest bearing loans and borrowings, lease liabilities less cash and short-term deposits, excluding discontinued operations, if any.
The carrying amounts of trade receivables, loans, other financial assets, cash and bank balances, trade payables/ acceptances and other financial liabilities are considered to be the same as their fair values due to their short-term nature. The fair values of non-current financial assets and non-current financial liabilities also approximate their carrying values.
For financial assets and liabilities that are measured at fair value, the carrying amounts are equal to the fair values.
The following table provides the fair value measurement hierarchy of the Company''s assets and liabilities:
Quantitative disclosures fair value measurement hierarchy for assets and liabilities as at 31 March 2025 and 31 March 2024:
The Company has lease contracts for immovable property ranging between 3 and 5 years. The Companyâs obligations under its leases are secured by the lessorâs title to the leased assets. Generally, the Company is restricted from assigning and subleasing the leased assets. There are several lease contracts that include extension and termination options and variable lease payments, which are further discussed below.
The Companyâs significant leasing arrangements are in respect of office premises taken on leave and licence basis.
(i) The following is the summary of practical expedients elected:
a) Applied the exemption not to recognize right-of-use assets and liabilities for leases: a. with less than 12 months of lease term on the date of initial application.
(ii) The effect of depreciation and interest related to Right of use asset and lease liability is reflected in the Statement of Profit and Loss under the heading "Depreciation and amortisation expense" and "Finance costs" (Refer note 25 & 26).
(iii) The weighted average incremental borrowing rate applied to lease liabilities for FY 24-25 is 9.25%.
The Company had total cash outflows for leases of Rs. 369 lakhs for the year ended 31 March 2025. (Previous year 31 March 2024 Rs. 355 lakhs).
The Company is exposed to certain risks relating to its ongoing business operations. The primary risks managed using derivative instruments are foreign currency risk.
The Companyâs risk management strategy and how it is applied to manage risks are explained in note 32.
The Company uses foreign exchange forward contracts to manage some of its transaction exposures. The foreign exchange forward contracts are not designated as cash flow hedges and are entered into for periods consistent with foreign currency exposure of the underlying transactions, generally from 1 to 6 months.
The forecast transactions are highly probable, and they comprise about 50% of the Company''s total expected sales in US dollars. The foreign exchange forward contract balances vary with the level of expected foreign currency sales and changes in foreign exchange forward rates.
The preparation of the Companyâs standalone financial statements requires management to make judgements, estimates and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities, and the accompanying disclosures, and the disclosure of contingent liabilities. Uncertainty about these assumptions and estimates could result in outcomes that require a material adjustment to the carrying amount of assets or liabilities affected in future periods.
Other disclosures relating to the Companyâs exposure to risks and uncertainties includes:
Capital management Note 33 Sensitivity analysis disclosures Note 32
Financial risk management objectives and policies Note 32.
Determining the lease term of contracts with renewal and termination options - Company as lessee
The Company determines the lease term as the noncancellable term of the lease, together with any periods covered by an option to extend the lease if it is reasonably certain to be exercised, or any periods covered by an option to terminate the lease, if it is reasonably certain not to be exercised.
The Company has several lease contracts that include extension and termination options. The Company applies judgement in evaluating whether it is reasonably certain whether or not to exercise the option to renew or terminate the lease. That is, it considers all relevant factors that create an economic incentive for it to exercise either the renewal or termination. After the commencement date, the Company reassesses the lease term if there is a significant event or change in circumstances that is within its control and affects its ability to exercise or not to exercise the option to renew or to terminate (e.g., construction of significant leasehold improvements or significant customisation to the leased asset).
The key assumptions concerning the future and other key sources of estimation uncertainty at the reporting date, that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year, are described below. The Company based its assumptions and estimates on parameters available when the financial statements were prepared. Existing circumstances and assumptions about future developments, however, may change due to market changes or circumstances arising that are beyond the control of the Company. Such changes are reflected in the assumptions when they occur.
(i) Defined employee benefit plans (Gratuity)
The cost of the defined benefit gratuity plan and the present value of the gratuity obligation are determined using actuarial valuations. An actuarial valuation involves making various assumptions that may differ from actual developments in the future. These include the determination of the discount rate, future salary increases and mortality rates. Due to the complexities involved in the valuation and its long-term nature, a defined benefit obligation is highly sensitive to changes in these assumptions. All assumptions are reviewed at each reporting date.
The parameter most subject to change is the discount rate. In determining the appropriate discount rate for plans operated in India, the management considers the interest rates of government bonds in currencies consistent with the currencies of the post-employment benefit obligation.
The mortality rate is based on publicly available mortality tables for the specific countries. Those mortality tables tend to change only at interval in response to demographic changes. Future salary increases and gratuity increases are based on expected future inflation rates for the respective countries. Further details about gratuity obligations are given in note 29.
(ii) Estimating the incremental borrowing rate -leases
The Company cannot readily determine the interest rate implicit in the lease, therefore, it uses its incremental borrowing rate (IBR) to measure lease liabilities. The IBR is the rate of interest that the Company would have to pay to borrow over a similar term, and with a similar security, the funds necessary to obtain an asset of a similar value to the right-of-use asset in a similar economic environment. The IBR therefore reflects what the Company âwould have to payâ, which requires estimation when no observable rates are available or when they need to be adjusted to reflect the terms and conditions of the lease. The Company estimates the IBR using observable inputs (such as market interest rates) when available and is required to make certain entity-specific estimates.
(iii) Allowance for uncollectible trade receivables
Trade receivables do not carry any interest and are stated at their nominal value as reduced by appropriate allowances for estimated irrecoverable amounts. Estimated irrecoverable amounts are based on the ageing of the receivable balances and historical experience. Individual trade receivables are written off when management deems them not to be collectible.
(iv) Share-based payments
The Company measures the cost of equity-settled transactions with employees using Black Scholes model to determine the fair value of options. Estimating fair value for share-based payment transactions requires determination of the most appropriate valuation model, which is dependent on the terms and conditions relating to vesting of the grant. This estimate also requires determination of the most appropriate inputs to the valuation model including the expected life of the share option, volatility and dividend yield and assumptions about them. The assumptions and models used for estimating fair value for share-based payment transactions are disclosed in Note 31.
(v) Impairment of investment in subsidiary
The Company tests whether there is any indication of impairment in investment in subsidiaries at least on an annual basis. In case of such indication, the recoverable amount of a particular investment is determined based on value-in- use calculations of underlying Cash generating Unit (CGU) which require the use of assumptions. The calculations use cash flow projections based on financial
budgets approved by management covering a five-year period. Cash flows beyond the five-year period are extrapolated using the estimated growth, consistent with industry forecasts. The growth rates are consistent with forecasts included in industry reports specific to the industry in which each CGU operates.
(vi) Deferred taxes
At each reporting date, the Company assesses whether the realization of future tax benefits is sufficiently probable to recognize/carry forward deferred tax assets (including MAT credits). This assessment requires the use of significant estimates/assumptions with respect to assessment of future taxable income. The recorded amount of total deferred tax assets could change if estimates of projected future taxable income change or if changes in current tax regulations are enacted. (Refer note 21).
Terms and conditions of transactions with related parties
Outstanding balances at the year-end are unsecured and interest free and settlement occurs in cash. There have been no guarantees provided or received for any related party receivables or payables. For the year ended 31 March 2025, the Company has not recorded any impairment of receivables relating to amounts owed by related parties (31 March 2024: INR Nil). This assessment is undertaken each financial year through examining the financial position of the related party and the market in which the related party operates.
Estimated amount of contracts remaining to be executed on capital account and not provided for as at March 31, 2025 is Rs. Nil (March 31, 2024: Rs. Nil).
The contingent liabilities for the Company as at 31 March 2025 are Nil (31 March 2024: Nil).
The Company has not given any financial guarantee on its behalf or on behalf of its subsidiaries.
The Board of Directors of the Company at its meeting dated 02 May 2025 have approved the draft scheme of amalgamation of Infobeans Cloudtech Limited (a wholly owned subsidiary of the Company) with the Company under sections 230 to 232 and other applicable provisions, if any, of the Companies Act, 2013 (''the Act'') subject to
the requisite approvals under the Act and the sanction of the scheme by National Company Law Tribunal (âNCLTâ). The appointed date of the said scheme is April 01, 2025 or such other date as may be approved by the NCLT or any other competent authority. No effect of the scheme has been given in the standalone financial statements as the same is yet to be approved by NCLT.
As required by Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014, the Company has used Tally ERP accounting software for maintaining its books of account which has a feature of recording audit trail (edit log) facility and the same has operated throughout the year for all relevant transactions recorded in the software. Further, management has not come across any instance of the audit trail feature being tampered with in respect of Tally ERP accounting software where the audit trail has been enabled. Additionally, the audit trail of relevant prior year has been preserved by the Company as per the statutory requirements for record retention, to the extent it was enabled and recorded in that year.
For payroll processing, the Company has used a software for the period 01 April 2024 to 30 September 2024 which is operated by a third-party software service provider. The management has not been able to obtain the Service Organisation Controls report, and hence unable to comment on whether audit trail feature of the said software was enabled and operated throughout the aforesaid period for all relevant transactions recorded in the software or whether there were any instances of the audit trail feature being tampered with.
Further, the Company has used accounting software to maintain revenue records which does not have the feature of recording audit trail (edit log) facility.
(i) No proceedings have been initiated or are pending against the Company for holding any Benami property under the Benami Transactions (Prohibition) Act, 1988 and rules made thereunder.
(ii) The Company does not have any transaction with the companies struck off under Section 248 of the Companies Act, 2013 or Section 560 of Companies Act, 1956.
(iii) There are no charges or satisfaction which is yet to be registered with ROC beyond the statutory period.
(iv) The Company has not traded or invested in Crypto currency or Virtual Currency during the current and previous financial year.
(v) The Company has not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding that the Intermediary shall:
(a) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (Ultimate Beneficiaries) or
(b) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries,
(vi) The Company has not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) with the understanding (whether
recorded in writing or otherwise) that the Company shall:
(a) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (Ultimate Beneficiaries) or
(b) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries,
(vii) The Company does not have any transaction which is not recorded in the books of accounts that has been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (such as, search or survey or any other relevant provisions of the Income Tax Act, 1961.
(viii) The Company has not been declared wilful defaulter by any bank or financial institution or other lender.
Mar 31, 2024
l. Provisions General
Provisions are recognised when the Company has a present obligation (legal or constructive) as a result of a past event, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. When the Company expects some or all of a provision to be reimbursed, for example, under an insurance contract, the reimbursement is recognised as a separate asset, but only when the reimbursement is virtually certain. The expense relating to a provision is presented in the statement of profit and loss net of any reimbursement.
If the effect of the time value of money is material, provisions are discounted using a current pre-tax rate that reflects, when appropriate, the risks specific to the liability. When discounting is used, the increase in the provision due to the passage of time is recognised as a finance cost.
Contingent liability
Contingent liability is:
(a) a possible obligation arising from past events and whose existence will be confirmed only by the occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the entity; or
(b) a present obligation that arises from past events but is not recognized because:
- it is not probable that an outflow of resources embodying economic benefits will be required to settle the obligation; or
- the amount of the obligation cannot be measured with sufficient reliability.
The Company does not recognize a contingent liability but discloses the same as per the requirements of Ind AS 37.
Contingent liabilities recognised in a business combination
A contingent liability recognised in a business combination is initially measured at its fair value. Subsequently, it is measured at the higher of the amount that would be recognised in accordance with the requirements for provisions above or the amount initially recognised less, when appropriate, cumulative amortisation recognised in accordance with the requirements for revenue recognition.
m. Retirement and other employee benefits Defined contribution plan
Retirement benefit in the form of provident fund is a defined contribution scheme. The Company has no obligation, other than the contribution payable to the provident fund regulatory authorities. The Company recognizes contribution payable to the provident fund scheme as an expense, when an employee renders the related service. If the contribution payable to the scheme for service received before the balance sheet date exceeds the contribution already paid, the deficit payable to the scheme is recognized as a liability after deducting the contribution already paid. If the contribution already paid exceeds the contribution due for services received before the balance sheet date, then excess is recognized as an asset to the extent that the pre-payment will lead to, for example, a reduction in future payment or a cash refund.
Defined benefit plan (gratuity obligations)
The Company operates a defined benefit gratuity plan, in which contributions are made to a separately administered and approved gratuity fund.
The liability or asset recognised in the balance sheet in respect of defined benefit gratuity plan is the present value of the defined benefit obligation at the end of the reporting period less the fair value of plan assets. The cost of providing benefits under the defined benefit plan is determined annually by actuaries using the projected unit credit method.
Remeasurements, comprising of actuarial gains and losses, the effect of the asset ceiling, excluding amounts included in net interest on the net defined benefit liability and the return on plan assets (excluding amounts included in net interest on the net defined benefit liability), are recognised immediately in the balance sheet with a corresponding debit or credit to retained earnings through OCI in the period in which they occur. Remeasurements are not reclassified to profit or loss in subsequent periods.
Past service costs are recognised in profit or loss on the earlier of:
⢠The date of the plan amendment or curtailment; and
⢠The date that the Company recognises related restructuring costs.
Net interest is calculated by applying the discount rate to the net defined benefit liability or asset. The Company recognises the following changes in the net defined benefit obligation as an expense in the standalone statement of profit and loss:
⢠Service costs comprising current service costs, past-service costs, gains and losses on curtailments and non-routine settlements; and
⢠Net interest expense or income.
Accumulated leave, which is expected to be utilized within the next 12 months, is treated as short-term employee benefit. The Company measures the expected cost of such absences as the additional amount that it expects to pay as a result of the unused entitlement that has accumulated at the reporting date. The Company recognizes expected cost of short-term employee benefit as an expense, when an employee renders the related service.
The Company treats accumulated leave expected to be carried forward beyond twelve months, as long-term employee benefit for measurement purposes. Such long-term compensated absences are provided for based on the actuarial valuation using the projected unit credit method at the reporting date. Actuarial gains/losses are immediately taken to the statement of profit and loss and are not deferred. The obligations are presented as current liabilities in the balance sheet if the entity does not have an unconditional right to defer the settlement for at least twelve months after the reporting date.
n. Share-based payments
Employees (including senior executives) of the Company receive remuneration in the form of share-based payments, whereby employees render services as consideration for equity instruments (equity-settled transactions).
Equity-settled transactions
The cost of equity-settled transactions is determined by the fair value at the date when the grant is made using an appropriate valuation model. Further details are given in Note 31.
That cost is recognised, together with a corresponding increase in share-based payment (SBP) reserves in equity, over the period in which the performance and/ or service conditions are fulfilled in employee benefits expense. The cumulative expense recognised for equity-settled transactions at each reporting date until the vesting date reflects the extent to which the vesting period has expired and the Companyâs best estimate of the number of equity instruments that will ultimately vest. The expense or credit in the statement of profit and loss for a period represents the movement in cumulative
expense recognised as at the beginning and end of that period and is recognised in employee benefits expense.
Service and non-market performance conditions are not taken into account when determining the grant date fair value of awards, but the likelihood of the conditions being met is assessed as part of the Companyâs best estimate of the number of equity instruments that will ultimately vest. Market performance conditions are reflected within the grant date fair value. Any other conditions attached to an award, but without an associated service requirement, are considered to be non-vesting conditions. Non-vesting conditions are reflected in the fair value of an award and lead to an immediate expensing of an award unless there are also service and/or performance conditions.
No expense is recognised for awards that do not ultimately vest because non-market performance and/or service conditions have not been met. Where awards include a market or non-vesting condition, the transactions are treated as vested irrespective of whether the market or non-vesting condition is satisfied, provided that all other performance and/or service conditions are satisfied.
When the terms of an equity-settled award are modified, the minimum expense recognised is the grant date fair value of the unmodified award, provided the original vesting terms of the award are met. An additional expense, measured as at the date of modification, is recognised for any modification that increases the total fair value of the share-based payment transaction, or is otherwise beneficial to the employee. Where an award is cancelled by the entity or by the counterparty, any remaining element of the fair value of the award is expensed immediately through profit or loss.
The dilutive effect of outstanding options is reflected as additional share dilution in the computation of diluted earnings per share.
o. Financial instruments
A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or equity instrument of another entity.
Financial assets
Initial recognition and measurement
Financial assets are classified, at initial recognition, as subsequently measured at amortised cost, fair value through other comprehensive income (OCI), and fair value through profit or loss.
The classification of financial assets at initial recognition depends on the financial assetâs contractual cash flow characteristics and the Companyâs business model for managing them. With the exception of trade receivables that do not contain a significant financing component or for which the Company has applied the practical expedient, the Company initially measures
a financial asset at its fair value plus, in the case of a financial asset not at fair value through profit or loss, transaction costs. Trade receivables that do not contain a significant financing component or for which the Company has applied the practical expedient are measured at the transaction price determined under Ind AS 115. Refer to the accounting policies in Section (e) Revenue from contracts with customers.
Purchases or sales of financial assets that require delivery of assets within a time frame established by regulation or convention in the marketplace (regular way trades) are recognised on the trade date, i.e., the date that the Company commits to purchase or sell the asset.
Subsequent measurement
For purposes of subsequent measurement, financial assets are classified in following categories:
⢠Financial assets at amortised cost (debt instruments);
⢠Financial assets at fair value through profit or loss.
Financial assets at fair value through profit or loss
Financial assets at fair value through profit or loss are carried in the balance sheet at fair value with net changes in fair value recognised in the statement of profit and loss.
This category includes derivative instruments and listed equity investments which the Company had not irrevocably elected to classify at fair value through OCI. Dividends on listed equity investments are recognised in the statement of profit and loss when the right of payment has been established.
Derecognition
A financial asset (or, where applicable, a part of a financial asset or part of a Company of similar financial assets) is primarily derecognised (i.e., removed from the Companyâs standalone balance sheet) when:
⢠The rights to receive cash flows from the asset have expired;or
⢠The Company has transferred its rights to receive cash flows from the asset or has assumed an obligation to pay the received cash flows in full without material delay to a third party under a âpass-throughâ arrangement; and either (a) the Company has transferred substantially all the risks and rewards of the asset, or (b) the Company has neither transferred nor retained substantially all the risks and rewards of the asset, but has transferred control of the asset.
When the Company has transferred its rights to receive cash flows from an asset or has entered into a pass-through arrangement, it evaluates if and to what extent it has retained the risks and rewards of
ownership. When it has neither transferred nor retained substantially all of the risks and rewards of the asset, nor transferred control of the asset, the Company continues to recognise the transferred asset to the extent of the Companyâs continuing involvement. In that case, the Company also recognises an associated liability. The transferred asset and the associated liability are measured on a basis that reflects the rights and obligations that the Company has retained.
Continuing involvement that takes the form of a guarantee over the transferred asset is measured at the lower of the original carrying amount of the asset and the maximum amount of consideration that the Company could be required to repay.
Impairment of financial assets
Further disclosures relating to impairment of financial assets are also provided in the following notes:
⢠Disclosures for significant assumptions -see Note 38;
⢠Trade receivables and contract assets -see Note 8.
The Company considers a financial asset in default when contractual payments are 180 days past due. However, in certain cases, the Company may also consider a financial asset to be in default when internal or external information indicates that the Company is unlikely to receive the outstanding contractual amounts in full before taking into account any credit enhancements held by the Company. A financial asset is written off when there is no reasonable expectation of recovering the contractual cash flows.
Financial liabilities
Initial recognition and measurement
Financial liabilities are classified, at initial recognition, as financial liabilities at fair value through profit or loss, loans and borrowings, payables, or as derivatives designated as hedging instruments in an effective hedge, as appropriate.
All financial liabilities are recognised initially at fair value and, in the case of loans and borrowings and payables, net of directly attributable transaction costs.
The Companyâs financial liabilities include trade and other payables.
Subsequent measurement
For purposes of subsequent measurement, financial liabilities are classified in two categories:
⢠Financial liabilities at fair value through profit or loss;
⢠Financial liabilities at amortised cost.
Financial liabilities at fair value through profit or loss
Financial liabilities at fair value through profit or loss include financial liabilities held for trading and financial liabilities designated upon initial recognition as at fair value through profit or loss.
Financial liabilities are classified as held for trading if they are incurred for the purpose of repurchasing in the near term. This category also includes derivative financial instruments entered into by the Company that are not designated as hedging instruments in hedge relationships as defined by Ind AS 109. Separated embedded derivatives are also classified as held for trading unless they are designated as effective hedging instruments.
Gains or losses on liabilities held for trading are recognised in the profit or loss.
Financial liabilities designated upon initial recognition at fair value through profit or loss are designated as such at the initial date of recognition, and only if the criteria in Ind AS 109 are satisfied. For liabilities designated as FVTPL, fair value gains/losses attributable to changes in own credit risk are recognized in OCI. These gains/ losses are not subsequently transferred to P&L. However, the Company may transfer the cumulative gain or loss within equity. All other changes in fair value of such liability are recognised in the statement of profit and loss.
Financial liabilities at amortised cost
After initial recognition, interest-bearing loans and borrowings are subsequently measured at amortised cost using the EIR method. Gains and losses are recognised in profit or loss when the liabilities are derecognised as well as through the EIR amortisation process.
Amortised cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the EIR. The EIR amortisation is included as finance costs in the statement of profit and loss.
This category generally applies to borrowings. For more information refer Note 17.
Derecognition
A financial liability is derecognised when the obligation under the liability is discharged or cancelled or expires. When an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or modification is treated as the derecognition of the original liability and the recognition of a new liability. The difference in the respective carrying amounts is recognised in the statement of profit and loss.
p. Cash and cash equivalents
Cash and cash equivalent in the balance sheet comprise cash at banks and on hand and short-term deposits with an original maturity of three months or less, that are readily convertible to a known amount of cash and subject to an insignificant risk of changes in value.
For the purpose of the standalone statement of cash flows, cash and cash equivalents consist of cash and short-term deposits, as defined above, net of outstanding bank overdrafts as they are considered an integral part of the Companyâs cash management.
q. Dividend
The Company recognises a liability to pay dividend to equity holders when the distribution is authorised, and the distribution is no longer at the discretion of the Company. As per the corporate laws in India, a distribution is authorised when it is approved by the shareholders. A corresponding amount is recognised directly in equity.
r. Earnings per share
Basic earnings per share is calculated by dividing the net profit or loss attributable to equity holders of by the weighted average number of equity shares outstanding during the period.
The weighted average number of equity shares outstanding during the period is adjusted for events such as bonus issue, bonus element in a rights issue, share split, and reverse share split (consolidation of shares) that have changed the number of equity shares outstanding, without a corresponding change in resources.
For the purpose of calculating diluted earnings per share, the net profit or loss for the period attributable to equity shareholders and the weighted average number of shares outstanding during the period are adjusted for the effects of all dilutive potential equity shares.
Several amendments and interpretations apply for the first time in March 2024, but do not have an impact on the standalone financial statements of the Company. The Company has not early adopted any standards or amendments that have been issued but are not yet effective.
The Ministry of Corporate Affairs has notified Companies (Indian Accounting Standards) Amendment Rules, 2023 dated 31 March 2023 to amend the following Ind AS which are effective for annual periods beginning on or after 01 April 2023. The Company applied for the firsttime these amendments.
i. Amendments to Ind AS 1- Disclosure of Accounting Policies:
The amendments aim to help entities provide accounting policy disclosures that are more useful by replacing the requirement for entities to disclose their âsignificantâ accounting policies with a requirement to disclose their âmaterialâ accounting policies and adding guidance on how entities apply the concept of materiality in making decisions about accounting policy disclosures.
The amendments have had an impact on the Companyâs disclosures of accounting policies, but not on the measurement, recognition or presentation of any items in the Companyâs financial statements:
ii. Amendments to Ind AS 8 - Definition of Accounting Estimates;
iii. Amendments to Ind AS 12 - Deferred Tax related to Assets and Liabilities arising from a Single Transaction.
These amendments are not expected to have a material impact on the measurement, recognition or presentation of any items in the Companyâs financial statements.
The Company is primarily engaged in business of software development services, specializing in business application development for web and mobile and operate at Capability Maturity Model Integration (CMMI) level 3, which is considered by the management to constitute one business segment. Accordingly, there is no other separate reportable segment as defined by Ind AS 108 âOperating Segmentsâ, however the Company has presented geographical information in the Consolidated Financial Statements.
The employee stock option plan is designed to provide incentives to the employees of the Company to deliver
long-term returns and is an equity settled plan. The ESOP Scheme is administered by the Nomination and Remuneration committee. Participation in the plan is at the Nomination and Remuneration committeeâs discretion and no individual has a contractual right to participate in the plan or to receive any guaranteed benefits. The Nomination and remuneration committee of the Company has approved multiple grants with related vesting conditions. Vesting of the options would be subject to continuous employment with the Company and hence the options would vest with passage of time.
The ESOP schemes have service condition, which require the employee to complete a period of 5 years of continuous service, as a vesting condition. The vesting pattern of various schemes has been provided below.
The Companyâs principal financial liabilities, other than derivatives, comprise deferred consideration payable, employee payable, lease payable, trade and and other payables. The main purpose of these financial liabilities is to finance the Companyâs operations and to provide guarantees to support its operations. The Companyâs principal financial assets include investments, trade receivables, cash and cash equivalents, and other financial assets that derive directly from its operations. The Company also holds investments in debt and equity instruments and enters into derivative transactions.
The Company is exposed to market risk, credit risk, liquidity risk and interest rate risk. The Companyâs senior
management oversees the management of these risks. The Companyâs senior management is supported by a financial risk committee that advises on financial risks and the appropriate financial risk governance framework for the Company. The financial risk committee provides assurance to the Companyâs senior management that the Companyâs financial risk activities are governed by appropriate policies and procedures and that financial risks are identified, measured and managed in accordance with the Companyâs policies and risk objectives. All derivative activities for risk management purposes are carried out by specialist teams that have the appropriate skills, experience and supervision. It is the Companyâs policy that no trading in derivatives for speculative purposes may be undertaken. The Board of Directors reviews and agrees policies for managing each of these risks, which are summarised below.
Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises three types of risk: interest rate risk, currency risk and other price risk, such as equity price risk and commodity risk. Financial instruments affected by market risk include trade receivable and investments and derivative financial instruments.
Foreign currency risk
Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes in foreign exchange rates. The Companyâs exposure to the risk of changes in foreign exchange rates relates primarily to the Companyâs operating
activities (when revenue or expense is denominated in a foreign currency) and the Companyâs net investments in foreign subsidiaries.
The Company has a policy to keep 50% forex exposure on the books that are likely to occur within a maximum 12 months period for hedges of foreign currency exposure of the underlying transactions.
When a derivative is entered into for the purpose of being a hedge, the Company negotiates the terms of those derivatives to match the terms of the hedged exposure. For hedges of forecast transactions the derivatives cover the period of exposure from the point the cash flows of the transactions are forecasted up to the point of settlement of the resulting receivable or payable that is denominated in the foreign currency.
Foreign currency sensitivity
The following tables demonstrate the sensitivity to a reasonably possible change in USD, AED & Euro exchange rates, with all other variables held constant. The impact on the Companyâs profit before tax is due to changes in the fair value of monetary assets and liabilities including non-designated foreign currency derivatives. The Companyâs exposure to foreign currency changes for all other currencies is not material.
The Companyâs listed equity securities/mutual fund investments are susceptible to market price risk arising from uncertainties about future values of the investment securities. The Company manages the equity price risk through diversification and by placing limits on individual and total equity instruments. Reports on the equity portfolio are submitted to the Companyâs senior management on a regular basis. The Compantyâs Board of Directors reviews and approves all equity investment decisions.
At the reporting date, the exposure to listed mutual funds at fair value (other than bond funds as explained above) was Rs. 2,201 lakhs. Given that the changes in fair values of the investments held are strongly positively correlated with changes of the NSE/BSE market index, the Company has determined that an increase/(decrease) of 10% on the NSE market index could have an impact of approximately Rs. 188 lakhs increase/(decrease) on the income and equity attributable to the Company.
Credit risk is the risk that a counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. The Company is exposed to credit risk from its operating activities (primarily trade receivables) and from its financing activities, including deposits with banks, foreign exchange transactions and other financial instruments.
Trade receivables
Customer credit risk is managed by each business unit subject to the Companyâs established policy, procedures and control relating to customer credit risk management. Credit quality of a customer is assessed based on an extensive credit rating scorecard and individual credit limits are defined in accordance with this assessment. At 31 March 2024, the Company had 8 customers (31 March 2023: 8 customers) that owed the Company more than 5% each of total receivable and accounted for approximately 57.20% (31 March 2023: 75.7%) of all the receivables outstanding. At 31 March 2024, the Company had no customer (31 March 2023: 4 customers) that owed the Company more than 10% each of total receivable.
Financial instruments and cash deposits
Credit risk from balances with banks and financial institutions is managed by the Companyâs treasury department in accordance with the Companyâs policy. Investments of surplus funds are made only with approved counterparties and within credit limits assigned to each counterparty. Counterparty credit limits are reviewed by the Companyâs Board of Directors on an annual basis, and may be updated throughout the year . The limits are set to minimise the concentration of risks and therefore mitigate financial loss through counterpartyâs potential failure to make payments.
The Companyâs maximum exposure to credit risk for the components of the balance sheet as at 31 March 2024
and 31 March 2023 is the carrying amounts of each class of financial assets.
Liquidity risk is the risk that the Company may encounter difficulty in meeting its present and future obligations associated with financial liabilities that are required to be settled by delivering cash or another financial asset. The Companyâs objective is to, at all times, maintain optimum levels of liquidity to meet its cash and collateral obligations. The Company requires funds both for short term operational needs as well as for long term investment programs mainly in growth projects. The Company closely monitors its liquidity position and deploys a robust cash management system. It aims to minimise these risks by generating sufficient cash flows from its current operations, which in addition to the available cash and cash equivalents, liquid investments and sufficient committed fund facilities, will provide liquidity.
The liquidity risk is managed on the basis of expected maturity dates of the financial liabilities. The average credit period taken to settle trade payables is about 60 - 180 days. The other payables are with short term durations. The carrying amounts are assumed to be reasonable approximation of fair value. The table below summarises the maturity profile of the Companyâs financial liabilities based on contractual undiscounted payments:
Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates.
The Company doesnât have any borrowing during the current year, and hence it si not exposed to risk of changes in market interest rates. Hence senstivity with respect to change in interest rates is not given.
For the purpose of the Companyâs capital management, capital includes issued equity capital and all other equity reserves attributable to the equity holders of the Company. The primary objective of the Companyâs capital management is to ensure that it maintains a strong credit rating and healthy capital ratios in order to support its business and maximise shareholder value.
The Company manages its capital structure and makes adjustments to it in light of changes in economic conditions and the requirements of the financial covenants. To maintain or adjust the capital structure, the Company may adjust the dividend payment to shareholders, return capital to shareholders or issue new shares. The Company monitors capital using a gearing ratio, which is net debt divided by total capital plus net debt. The Companyâs policy is to keep the gearing ratio optimum. The Company includes within net debt, interest bearing loans and borrowings, lease liabilities less cash and short-term deposits, excluding discontinued operations, if any.
In order to achieve this overall objective, the Companyâs 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 borrowings in the previous period and there are no loans and borrowings during the year.
No changes were made in the objectives, policies or processes for managing capital during the years ended 31 March 2024 and 31 March 2023.
Set out below, is a comparison by class of the carrying amounts and fair value of the Companyâs financial instruments, other than those with carrying amounts that are reasonable approximations of fair values:
There have been no transfers among Level 1, Level 2 and Level 3 during current and previous year.
The carrying amounts of trade receivables, loans, other financial assets, cash and bank balances, trade payables/acceptances and other financial liabilities are considered to be the same as their fair values due to their short-term nature. The fair values of non-current financial assets and non-current financial liabilities also approximate their carrying values.
For financial assets and liabilities that are measured at fair value, the carrying amounts are equal to the fair values.
The Company has lease contracts for immovable property ranging between 3 and 5 years. The Companyâs
obligations under its leases are secured by the lessorâs title to the leased assets. Generally, the Company is restricted from assigning and subleasing the leased assets. There are several lease contracts that include extension and termination options and variable lease payments, which are further discussed below.
The Companyâs significant leasing arrangements are in respect of office premises taken on leave and licence basis.
(i) The following is the summary of practical expedients elected:
a) Applied a single discount rate to a portfolio of leases of similar assets in similar economic environment with a similar end date.
b) Applied the exemption not to recognize right-of-use assets and liabilities for leases:
a. with less than 12 months of lease term on the date of initial application.
(ii) The effect of depreciation and interest related to Right Of Use Asset and Lease Liability are reflected in the Statement of Profit and Loss under the heading âDepreciation and Amortisation Expenseâ and âFinance costsâ (Refer note 25 & 26).
(iii) The weighted average incremental borrowing rate applied to lease liabilities for FY 23-24 is 9%.
The Company is exposed to certain risks relating to its ongoing business operations. The primary risks managed using derivative instruments are foreign currency risk.
The Companyâs risk management strategy and how it is applied to manage risks are explained in Note 33.
The Company uses foreign exchange forward contracts to manage some of its transaction exposures. The foreign exchange forward contracts are not designated as cash flow hedges and are entered into for periods consistent with foreign currency exposure of the underlying transactions, generally from 1 to 6 months.
The forecast transactions are highly probable, and they comprise about 50% of the Companyâs total expected sales in US dollars. The foreign exchange forward contract balances vary with the level of expected foreign currency sales and changes in foreign exchange forward rates.
The preparation of the Companyâs Standalone Financial Statements requires management to make judgements, estimates and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities, and the accompanying disclosures, and the disclosure of contingent liabilities. Uncertainty about these assumptions and estimates could result in outcomes that require a material adjustment to the carrying amount of assets or liabilities affected in future periods.
Other disclosures relating to the Companyâs exposure to risks and uncertainties includes:
Capital management Note 33;
Sensitivity analyses disclosures Notes 32;
Financial risk management objectives and policies Note 32.
Determining the lease term of contracts with renewal and termination options - Company as lessee
The Company determines the lease term as the non-cancellable term of the lease, together with any periods covered by an option to extend the lease if it is reasonably certain to be exercised, or any periods covered by an option to terminate the lease, if it is reasonably certain not to be exercised.
The Company has several lease contracts that include extension and termination options. The Company applies judgement in evaluating whether it is reasonably certain whether or not to exercise the option to renew or terminate the lease. That is, it considers all relevant factors that create an economic incentive for it to exercise either the renewal or termination. After the commencement date, the Company reassesses the lease term if there is a significant event or change in circumstances that is within its control and affects its ability to exercise or not to exercise the option to renew or to terminate (e.g., construction of significant leasehold improvements or significant customisation to the leased asset).
The key assumptions concerning the future and other key sources of estimation uncertainty at the reporting date, that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year, are described below. The Company based its assumptions and estimates on parameters available when the financial statements were prepared. Existing circumstances and assumptions about future developments, however, may change due to market changes or circumstances arising that are beyond the control of the Company. Such changes are reflected in the assumptions when they occur.
(i) Defined employee benefit plans (Gratuity)
The cost of the defined benefit gratuity plan and the present value of the gratuity obligation are determined using actuarial valuations. An actuarial valuation involves making various assumptions that may differ from actual developments in the future. These include the determination of the discount rate, future salary increases and mortality rates. Due to the complexities involved in the valuation and its long-term nature, a defined benefit obligation is highly sensitive to changes in these assumptions. All assumptions are reviewed at each reporting date.
The parameter most subject to change is the discount rate. In determining the appropriate discount rate for plans operated in India, the management considers the interest rates of government bonds in currencies consistent with the currencies of the post-employment benefit obligation.
The mortality rate is based on publicly available mortality tables for the specific countries. Those mortality tables tend to change only at interval in response to demographic changes. Future salary increases and gratuity increases are based on expected future inflation rates for the respective countries. Further details about gratuity obligations are given in note 30.
(ii) Estimating the incremental borrowing rate -leases
The Company cannot readily determine the interest rate implicit in the lease, therefore, it uses its incremental borrowing rate (IBR) to measure lease liabilities. The IBR is the rate of interest that the Company would have to pay to borrow over a similar term, and with a similar security, the funds necessary to obtain an asset of a similar value to the right-of-use asset in a similar economic environment. The IBR therefore reflects what the Company âwould have to payâ, which requires estimation when no observable rates are available or when they need to be adjusted to reflect the terms and conditions of the lease. The Company estimates the IBR using observable inputs (such as market interest rates) when available and is required to make certain entity-specific estimates.
(iii) Allowance for uncollectible trade receivables
Trade receivables do not carry any interest and are stated at their nominal value as reduced by appropriate allowances for estimate irrecoverable amounts. Estimated irrecoverable amounts are based on the ageing of the receivable balances and historical experience. Individual trade receivables are written off when management deems them not to be collectible.
(iv) Fair value measurement of contingent consideration
Contingent consideration, resulting from business combinations, is valued at fair value at the acquisition date as part of the business combination. When the contingent consideration meets the definition of a financial liability, it is subsequently remeasured to fair value at each reporting date. The determination of the fair value is based on discounted cash flows. The key assumptions take into consideration the probability of meeting each performance target and the discount factor. (Refer Notes 34).
As part of the accounting for the acquisition of Infobeans Cloudtech Limited, contingent consideration with an estimated discounted fair value of Rs. 4,891 lakhs was recognised at the acquisition date and measured at Rs. 4,891 lakhs as at the reporting date. Future developments may require further revisions to the estimate. The undiscounted maximum consideration to be paid is Rs. 6,900 lakhs. The contingent consideration is classified as other financial liability (Refer note 14 & 17).
(v) Share-based payments
The Company measures the cost of equity-settled transactions with employees using Black Scholes model to determine the fair value of options. Estimating fair value for share-based payment transactions requires determination of the most appropriate valuation model, which is dependent on the terms and conditions relating to vesting of the grant. This estimate also requires determination of the most appropriate inputs to the valuation model including the expected life of the share option, volatility and dividend yield and assumptions about them. The assumptions and models used for estimating fair value for share-based payment transactions are disclosed in Note 32.
(vi) Impairment of investment in subsidiary
The Company tests whether there is any indication of impairment in investment in subsidiaries at least on an annual basis. In case of such indication, the recoverable amount of a particular investment is determined based on
value-in-use calculations of underlying Cash generating Unit (CGU) which require the use of assumptions. The calculations use cash flow projections based on financial budgets approved by management covering a five-year period. Cash flows beyond the five-year period are extrapolated using the estimated growth, consistent with industry forecasts. The growth rates are consistent with forecasts included in industry reports specific to the industry in which each CGU operates.
(vii) Deferred taxes
At each reporting date, the Company assesses whether the realization of future tax benefits is sufficiently probable to recognize/carry forward deferred tax assets (including MAT credits). This assessment requires the use of significant estimates/assumptions with respect to assessment of future taxable income. The recorded amount of total deferred tax assets could change if estimates of projected future taxable income change or if changes in current tax regulations are enacted. (Refer Note 21).
The sales to and purchases from related parties are made on terms equivalent to those that prevail in armâs length transactions. Outstanding balances at the year-end are unsecured and interest free and settlement occurs in cash. There have been no guarantees provided or received for any related party receivables or payables. For the year ended 31 March 2024, the Company has not recorded any impairment of receivables relating to amounts owed by related parties (31 March 2023: INR Nil). This assessment is undertaken each financial year through examining the financial position of the related party and the market in which the related party operates
#As gratuity and compensated absences are computed for all the employees in aggregate, the amount relating to the key managerial personnel, can not be individually identified.
Estimated amount of contracts remaining to be executed on capital account and not provided for as at 31 March 2024 is Rs. Nil (31 March 2023: Rs. Nil).
The contingent liabilities for the Company as at 31 March 2024 are Nil (31 March 2023: Nil).
The Company has not given any financial guarantee on its behalf or its subsidiaries.
During the current year, the Company has reversed the deferred consideration payable of Rs. 1,925 lakhs for the year ended 31 March 2024, in respect of the acquisition of Infobeans Cloudtech Limited which is no longer payable under the corresponding share purchase agreement. Out of this, an amount of Rs. 841 lakhs has been reversed to statement of profit and loss as other income which was charged as finance cost in the earlier financial years and remaining amount of Rs. 1,084 lakhs has been reduced from the cost of acquisition of subsidiary.
As required by Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014, the Company has used Tally ERP accounting software for maintaining its books of account which has a feature of recording audit trail (edit log) facility and the same has operated for the period 05 May 2023 to 31 March 2024 for all relevant transactions recorded in the software. Further, management has not come across any instance of the audit trail feature being tampered with in respect of Tally ERP accounting software for the aforesaid period.
For payroll processing, the Company has used a software which is operated by a third-party software service provider. The management has not been able to obtain the Service Organisation Controls report, and hence unable to comment on whether the audit trail feature of the said software was enabled and operated
throughout the year for all relevant transactions recorded in the software or whether there were any instances of the audit trail feature being tampered with.
Further, the Company has used accounting software to maintain revenue records which does not have the feature of recording audit trail (edit log) facility.
(i) The Company does not have any Benami property, where any proceeding has been initiated or pending against the Company for holding any Benami property;
(ii) The Company does not have any transactions with companies struck off;
(iii) The Company does not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory period;
(iv) The Company has not traded or invested in Crypto currency or Virtual Currency during the financial year;
(v) The Company has not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding that the Intermediary shall:
(a) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (Ultimate Beneficiaries); or
(b) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
(vi) The Company has not received any fund from any person(s) or entity(ies), including foreign entities
(Funding Party) with the understanding (whether recorded in writing or otherwise) that the Company shall:
(a) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (Ultimate Beneficiaries); or
(b) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
(vii) The Company has not entered into any such transaction which is not recorded in the books of accounts that has been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (such as, search or survey or any other relevant provisions of the Income Tax Act, 1961;
(viii) The Company has not been declared wilful defaulter by any bank or financial institution or other lender.
As per our Report of even date attached
For S R B C & CO LLP For and on behalf of Board of Directors
Chartered Accountants of InfoBeans Technologies Limited
ICAI Firm Registration No.: 324982E/ CIN: L72200MP2011PLC025622
E300003
per Paul Alvares Siddharth Sethi Avinash Sethi
Partner Managing Director Director and Chief Financial Officer
Membership No.: 105754 DIN: 01548305 DIN: 01548292
Place: Pune Place: Las vegas Place: Indore
Date: 07 May 2024 Date: 07 May 2024 Date: 07 May 2024
Surbhi Jain
Company Secretary Membership No.: A32127
Place: Indore Date: 07 May 2024
Mar 31, 2023
No trade or other receivable are due from directors or other officers of the company either severally or jointly with any other person. Nor any trade or other receivable are due from firms or private companies respectively in which any director is a partner, a director or a member.
Trade receivables are non-interest bearing and are normally settled on 30-60 days terms.
Refer note 35 on credit risk of trade receivables, which explains how the Company manages and measures credit quality of trade receivables that are neither past due or impaired.
Cash at banks earns interest at floating rates based on daily bank deposit rates. Short-term deposits are made for varying periods, depending on the immediate cash requirements of the Company, and earns interest at the respective short-term deposit rates.
The Company has only one class of equity shares having a par value of ^ 10 per share. Each holder of equity shares is entitled to one vote per share.
In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by shareholders.
Securities premium is used to record the premium on issue of shares. The reserve can be utilised only for limited purposes such as issuance of bonus shares in accordance with the provisions of the Companies Act, 2013.
Capital reserve represents the difference between value of the net assets transferred to the Company in the course of business combinations and the consideration paid for such combinations.
The company has two share option schemes under which options to subscribe for the company''s shares have been granted to certain executives and senior employees. The share-based payment reserve is used to recognise the value of equity-settled share-based payments provided to employees, including key management personnel, as part of their remuneration.
Refer to Note 34 for further details of these plans.
General reserve is the retained earning of the Company which is kept aside out of the Company''s profits to meet future (known or unknown) obligations.
Retained earnings are created from the profit/loss of the Company, as adjusted for distributions to owners, transfers to other reserves, etc.
Trade receivables are non-interest bearing and are generally on terms of 30 to 60 days.
In March 2023, ^ NIL (March 2022: ^ NIL) was recognised as provision for expected credit losses on trade receivables.
Contract assets relates to revenue earned from ongoing software services. As such, the balances of this account vary and depend on the number of ongoing services at the end of the year.
Contract liabilities represents the obligation of the company to perform services for which the entity has received consideration from the customer. Unearned revenue is generally billed within 30-60 days of booking.
The Company has arrangements with the customer which are âtime and material" basis. The performance obligation in case of time and material contracts is satisfied over time. Revenue is recognised as and when the services are performed.
The Company also performs work under âfixed-price" arrangements. Revenue from fixed-price contracts is recognized as per the ''percentage-of-completion'' method, where the performance obligations are satisfied over time and when there is no uncertainty as to measurement or collectability of consideration. When there is uncertainty as to measurement or ultimate collectability, revenue recognition is postponed until such uncertainty is resolved. Percentage of completion is determined based on the project costs incurred to date as a percentage of total estimated project costs required to complete the project. The input method has been used to measure the progress towards completion as there is direct relationship between input and productivity.
The Code on Social Security, 2020 (''Code'') relating to employee benefits during employment and postemployment benefits received Presidential assent in September 2020. The Code has been published in the Gazette of India. However, the date on which the Code will come into effect has not been notified and the final rules/interpretation have not yet been issued. The Company is assessing the impact of the Code when it comes into effect and will record any related impact in the period the Code becomes effective.
NOTE 31: EARNINGS PER SHARE (EPS)
Basic EPS amounts are calculated by dividing the profit for the year attributable to equity holders of the company by the weighted average number of Equity shares outstanding during the year.
Diluted EPS amounts are calculated by dividing the profit attributable to equity holders of the company by the weighted average number of Equity shares outstanding during the year plus the weighted average number of Equity shares that would be issued on conversion of all the dilutive potential Equity shares into Equity shares.
A: Defined contribution plan
The Company makes Provident fund and Employee State Insurance Scheme contributions which are defined contribution plans, for qualifying employees. Under the schemes, the Company is required to contribute a specified percentage of the payroll costs to fund the benefits. The Company recognised g 456 Lakhs for the year ended March 31, 2023 (g 312 lakhs for the year ended March 31, 2022) for Provident Fund contributions in the Statement of Profit and Loss. The contributions payable to these plans by the Company are at rates specified in the rules of the schemes.
The average duration of the defined benefit plan obligation at the end of the reporting period is 23 years (March 31, 2022: 23 years).
The Company is primarily engaged in business of software development services, specializing in business application development for web and mobile and operate at Capability Maturity Model Integration (CMMI) level 3, which is considered by the management to constitute one business segment. The company has disclosed geographical information in the financial statements.
General Employee Share-option Plan
The employee stock option plan is designed to provide incentives to the employees of the company to deliver long-term returns and is an equity settled plan. The ESOP Scheme is administered by the Nomination and Remuneration committee. Participation in the plan is at the Nomination and Remuneration committee''s discretion and no individual has a contractual right to participate in the pIan or to receive any guaranteed benefits. The Nomination and remuneration committee of the company has approved multiple grants with related vesting conditions. Vesting of the options would be subject to continuous employment with the company and hence the options would vest with passage of time.
The ESOP schemes have service condition , which require the employee to complete a period of 5 years of continuous service, as a vesting condition. The vesting pattern of various schemes has been provided below.
Each of these scheme has in total 5 grants, to be announced every year for the next 4 years from the date of the first grant, and vesting period for all these granted options is 5 years from the date of the first grant.
During the current year remuneration committee has approved five grants. Following are the details of assumptions under the grant, related vesting conditions and fair valuation model used based on the nature of vesting.
The Company has granted options under ESOP scheme based on following criteria and related assumptions Vesting criteria - Continuous employment with the Company.
Fair valuation method- Black Scholes options pricing model.
The Company has granted options under ESOP scheme based on following criteria and related assumptions. Vesting criteria - Continuous employment with the Company.
Fair Valuation method - Black and Scholes option pricing model.
The expected price volatility is based on historical volatility (based on remaining life of the options) adjusted for any expected change to future volatility due to publicly available information.
The Company has granted options under ESOP scheme based on following criteria and related assumptions. Vesting criteria - Continuous employment with the Company.
Fair Valuation method - Black and Scholes option pricing model.
The Company has granted options under ESOP scheme based on following criteria and related assumptions. Vesting criteria - Continuous employment with the Company.
The expected price volatility is based on historical volatility (based on remaining life of the options) adjusted for any expected change to future volatility due to publicly available information.
NOTE 35: FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES
The Company''s principal financial liabilities, other than derivatives, comprise deferred consideration payable, employee payable, trade and other payables. The main purpose of these financial liabilities is to finance the Company''s operations . The Company''s principal financial assets include investments, trade receivables, and cash and cash equivalents that derive directly from its operations. The Company also holds investments in debt and equity instruments and enters into derivative transactions.
The Company is exposed to market risk, credit risk and liquidity risk. The Company''s senior management oversees the management of these risks. The Company''s senior management advises on financial risks and the appropriate financial risk governance framework for the Company. All derivative activities for risk management purposes are carried out by specialist teams that have the appropriate skills, experience and supervision. It is the Company''s policy that no trading in derivatives for speculative purposes may be undertaken. The Board of Directors reviews and agrees policies for managing each of these risks, which are summarised below.
Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises three types of risk: interest rate risk, currency risk and other price risk, such as equity price risk and commodity risk. Financial instruments affected by market risk include trade receivable and investments and derivative financial instruments.
Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes in foreign exchange rates. The Company''s exposure to the risk of changes in foreign exchange rates relates primarily to the Company''s operating activities (when revenue or expense is denominated in a foreign currency) and the Company''s net investments in foreign subsidiaries.
The Company has a policy to keep 50 % forex exposure on the books that are likely to occur within a maximum 12-month period for hedges of forecasted sales.
When a derivative is entered into for the purpose of being a hedge, the Company negotiates the terms of those derivatives to match the terms of the hedged exposure. For hedges of forecast transactions the derivatives cover the period of exposure from the point the cash flows of the transactions are forecasted up to the point of settlement of the resulting receivable or payable that is denominated in the foreign currency.
The following tables demonstrate the sensitivity to a reasonably possible change in USD , AED & Euro exchange rates, with all other variables held constant. The impact on the Company''s profit before tax is due to changes in the fair value of monetary assets and liabilities including non-designated foreign currency derivatives and embedded derivatives. The impact on the Company''s pre-tax equity is due to the changes in the fair value of forward exchange contracts designated as cash flow hedges and net investment hedges. The Company''s exposure to foreign currency changes for all other currencies is not material.
The Company''s mutual fund investments are susceptible to market price risk arising from uncertainties about future values of the investment securities. The Company manages the equity price risk through diversification and by placing limits on individual and total equity instruments. Reports on the equity portfolio are submitted to the Company''s senior management on a regular basis. The Company''s Board of Directors reviews and approves all equity investment decisions.
At the reporting date, the exposure to listed mutual funds at fair value was ^ 1,469 Lakhs.
(b) Credit risk
Credit risk is the risk that a counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. The Company is exposed to credit risk from its operating activities (primarily trade receivables) and from its financing activities, including deposits with banks, foreign exchange transactions and other financial instruments.
Customer credit risk is managed by each business unit subject to the Company''s established policy, procedures and control relating to customer credit risk management. Credit quality of a customer is assessed based on an extensive credit rating scorecard and individual credit limits are defined in accordance with this assessment. At March 31, 2023, the Company had 8 customers (March 31, 2022: 9 customers) that owed the Company more than 5% each of total receivable and accounted for approximately 75.7% (March 31, 2022: 89.8%) of all the receivables outstanding. At March 31, 2023, the Company had 4 customers (March 31, 2022: 2 customers) that owed the Company more than 10% each of total receivable and accounted for approximately 47.2% (March 31, 2022: 38.1%) of all the receivables outstanding.
Credit risk from balances with banks and financial institutions is managed by the Company''s treasury department in accordance with the Company''s policy. Investments of surplus funds are made only with approved counterparties and within credit
limits assigned to each counterparty. Counterparty credit limits are reviewed by the Company''s Board of Directors on an annual basis, and may be updated throughout the year . The limits are set to minimise the concentration of risks and therefore mitigate financial loss through counterparty''s potential failure to make payments.
The Company''s maximum exposure to credit risk for the components of the balance sheet as at March 31, 2023 and March 31, 2022 is the carrying amounts of each class of financial assets.
Liquidity risk is the risk that the Company may encounter difficulty in meeting its present and future Liquidity risk is the risk that the Company may encounter difficulty in meeting its present and future obligations associated with financial liabilities that are required to be settled by delivering cash or another financial asset. The Company''s objective is to, at all times, maintain
optimum levels of liquidity to meet its cash and collateral obligations. The Company requires funds both for short term operational needs as well as for long term investment programs mainly in growth projects. The Company closely monitors its liquidity position and deploys a robust cash management system. It aims to minimise these risks by generating sufficient cash flows from its current operations, which in addition to the available cash and cash equivalents, liquid investments and sufficient committed fund facilities, will provide liquidity.
The liquidity risk is managed on the basis of expected maturity dates of the financial liabilities. The average credit period taken to settle trade payables is about 30-90 days. The other payables are with short term durations. The carrying amounts are assumed to be reasonable approximation of fair value. The table below summarises the maturity profile of the Company''s financial liabilities based on contractual undiscounted payments:
For the purpose of the Company''s capital management, capital includes issued equity capital and all other equity reserves attributable to the equity holders of the Company. The primary objective of the Company''s capital management is to ensure that it maintains a strong credit rating and healthy capital ratios in order to support its business and maximise shareholder value.
The Company manages its capital structure and makes adjustments to it in light of changes in economic conditions and the requirements of the financial covenants. To maintain or adjust the capital structure, the Company may adjust the dividend payment to shareholders, return capital to shareholders or issue new shares. The Company monitors capital using a gearing ratio, which is net debt divided by total capital plus net debt. The Company''s policy is to keep the gearing ratio optimum. The Company includes within net debt, interest bearing loans and borrowings, lease liabilities less cash and short-term deposits, excluding discontinued operations, if any.
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 period.
No changes were made in the objectives, policies or processes for managing capital during the years ended March 31, 2023 and March 31, 2022.
Set out below, is a comparison by class of the carrying amounts and fair value of the Company''s financial instruments, other than those with carrying amounts that are reasonable approximations of fair values:
There have been no transfers among Level 1, Level 2 and Level 3 during current and previous year.
The carrying amounts of trade receivables, loans, other financial assets, cash and bank balances, trade payables/acceptances and other financial liabilities are considered to be the same as their fair values due to their short-term nature. The fair values of non-current financial assets and non-current financial liabilities also approximate their carrying values.
For financial assets and liabilities that are measured at fair value, the carrying amounts are equal to the fair values.
The Company has lease contracts for immovable property between 3 and 5 years. The Company''s obligations under its leases are secured by the lessor''s title to the leased assets. Generally, the Company is restricted from assigning and subleasing the leased assets. There are some lease contracts that include extension and termination options and variable lease payments.
The Company''s significant leasing arrangements are in respect of office premises and equipment taken on lease and licence basis.
(i) The following is the summary of practical expedients elected:
a) Applied a single discount rate to a portfolio of leases of similar assets in similar economic environment with a similar end date.
b) Applied the exemption not to recognize right-of-use assets and liabilities for leases : a. with less than 12 months of lease term on the date of initial application
(ii) The effect of depreciation and interest related to Right Of Use Asset and Lease Liability are reflected in the Statement of Profit and Loss under the heading âDepreciation and Amortisation Expense" and âFinance costs".
(iii) The weighted average incremental borrowing rate applied to lease liabilities for FY 22-23 is 9.48%.
The Company had total cash outflows for leases of g 388.36 lakhs for the year ended March 31, 2023. (Previous year March 31, 2022 g 315.84 lakhs. The Company does not have non-cash additions to right-of-use assets and lease liabilities for the year ended March 3l, 2023).
NOTE 40: HEDGING ACTIVITIES AND DERIVATIVES
The Company is exposed to certain risks relating to its ongoing business operations. The primary risks managed using derivative instruments are foreign currency risk The Company''s risk management strategy and how it is applied to manage risk are explained in Note 35.
Foreign exchange option and currency future contracts are designated as hedging instruments in cash flow hedges of forecast sales in US dollar. These forecast transactions are highly probable, and they comprise about 50% of the Company''s total expected sales in US dollars. The foreign derivative contract purchases vary with the level of expected foreign currency sales and purchases and changes in foreign exchange option premiums.
The following are the outstanding forward exchange contracts entered into by the Company, for hedge purpose, as on March 31, 2023:
NOTE 41: SIGNIFICANT ACCOUNTING JUDGEMENTS, ESTIMATES AND ASSUMPTIONS
The preparation of the Company''s financial statements requires management to make judgements, estimates and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities, and the accompanying disclosures, and the disclosure of contingent liabilities. Uncertainty about these assumptions and estimates could result in outcomes that require a material adjustment to the carrying amount of assets or liabilities affected in future periods.
Other disclosures relating to the Company''s exposure to risks and uncertainties includes:
Capital management Note 36;
Sensitivity analyses disclosures Notes 35;
Financial risk management objectives and policies Note 35.
Determining the lease term of contracts with renewal and termination options - Company as lessee.
The Company determines the lease term as the non-cancellable term of the lease, together with any periods covered by an option to extend the lease if it is reasonably certain to be exercised, or any periods covered by an option to terminate the lease, if it is reasonably certain not to be exercised.
The Company has some lease contracts that include extension and termination options. The Company applies judgement in evaluating whether it is reasonably certain whether or not to exercise the option to renew or terminate the lease. That is, it considers all relevant factors that create an economic incentive for it to exercise either the renewal or termination. After the commencement date, the Company reassesses the lease term if there is a significant event or change in circumstances that is within its control and affects its ability to exercise or not to exercise the option to renew or to terminate (e.g., construction of significant leasehold improvements or significant customisation to the leased asset).
Estimates and assumptions
The key assumptions concerning the future and other key sources of estimation uncertainty at the reporting date, that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year, are described below. The Company based its assumptions and estimates on parameters available when the financial statements were prepared. Existing circumstances and assumptions about future developments, however, may change due to market changes or circumstances arising that are beyond the control of the Company. Such changes are reflected in the assumptions when they occur.
The cost of the defined benefit gratuity plan and the present value of the gratuity obligation are determined using actuarial valuations. An actuarial valuation involves making various assumptions that may differ from actual developments in
the future. These include the determination of the discount rate, future salary increases and mortality rates. Due to the complexities involved in the valuation and its long-term nature, a defined benefit obligation is highly sensitive to changes in these assumptions. All assumptions are reviewed at each reporting date.
The parameter most subject to change is the discount rate. In determining the appropriate discount rate for plans operated in India, the management considers the interest rates of government bonds in currencies consistent with the currencies of the post-employment benefit obligation.
The mortality rate is based on publicly available mortality tables for the specific countries. Those mortality tables tend to change only at interval in response to demographic changes. Future salary increases and gratuity increases are based on expected future inflation rates for the respective countries. Further details about gratuity obligations are given in note 32.
The Company cannot readily determine the interest rate implicit in the lease, therefore, it uses its incremental borrowing rate (IBR) to measure lease liabilities. The IBR is the rate of interest that the Company would have to pay to borrow over a similar term, and with a similar security, the funds necessa ry to obtain a n asset of a similar va lue to the right-of-use asset in a similar economic environment. The IBR therefore reflects what the Company ''would have to pay'', which requires estimation when no observable rates are available or when they need to be adjusted to reflect the terms and conditions of the lease. The Company estimates the IBR using observable inputs (such as market interest rates) when available and is required to make certain entity-specific estimates.
Trade receivables do not carry any interest and are stated at their nominal value as reduced by appropriate allowances for estimated
irrecoverable amounts. Estimated irrecoverable amounts are based on the ageing of the receivable balances and historical experience. Individual trade receivables are written off when management deems them not to be collectible.
(iv) Fair value measurement of contingent consideration
Contingent consideration, resulting from business combinations, is valued at fair value at the acquisition date as part of the business combination. When the contingent consideration meets the definition of a financial liability, it is subsequently remeasured to fair value at each reporting date. The determination of the fair value is based on discounted cash flows. The key assumptions take into consideration the probability of meeting each performance target and the discount factor (Refer Notes 45).
As part of the accounting for the acquisition of Infobeans Cloudtech Limited, contingent consideration with an estimated discounted fair value of INR 9,453 lakhs was recognised at the acquisition date and measured at INR 5,332 lakhs as at March 31, 2023. Future developments may require further revisions to the estimate. The undiscounted maximum consideration to be paid is INR 6,600 lakhs. The contingent consideration is classified as other financial liability (refer note 16 and 20).
(v) Share-based payments
The Company measures the cost of equity-settled transactions with employees using Black Scholes model to determine the fair value of options. Estimating fair value for share-based payment transactions requires determination of the most appropriate valuation model, which is dependent on the terms and conditions relating to vesting of the grant. This estimate also requires determination of the most appropriate inputs to the valuation model including the expected life of the share option, volatility and dividend yield and assumptions about them. The assumptions and models used for estimating fair value for share-based payment transactions are disclosed in Note 34.
The sales to and purchases from related parties are made on terms equivalent to those that prevail in arm''s length transactions. Outstanding balances at the year-end are unsecured and interest free and settlement occurs in cash. There have been no guarantees provided or received for any related party receivables or payables. For the year ended March 31, 2023, the Company has not recorded any impairment of receivables relating to amounts owed by related parties (March 31, 2022: INR Nil). This assessment is undertaken each financial year through examining the financial position of the related party and the market in which the related party operates.
Interest payable as per section 16 of the Micro, Small and Medium Enterprises Development (MSMED) Act, 2006 to the extent of g NIL(March 31, 2022: NIL ) is accrued in the books of accounts.
Dues to micro and small enterprises have been determined to the extent such parties have been identified on the basis of intimation received from the suppliers/information available with the Company regarding their status under MSMED Act, 2006.
NOTE 44: COMMITMENTS AND CONTINGENT LIABILITIES
(a) Commitments
Estimated amount of contracts remaining to be executed on capital account and not provided for as at March 31, 2023 is g Nil (March 31, 2022: g Nil).
(b) Contingent Liabilities
The contingent liabilities for the Company as at March 31, 2023 are NIL (March 31, 2022: NIL).
The Company has not given any financial guarantee on its behalf or its subsidiaries.
Acquisition of Eternus Solutions Private Limited
On November 30, 2021, the Company has acquired 100% stake in Infobeans Cloudtech Limited (previously known as Eternus Solutions Private Limited) for consideration of g 17,262 lakhs (Discounted value 15,953 lakhs) as per the terms and conditions of the Share Purchase Agreement including amendments thereof entered between the Company and Eternus solutions private limited dated October 27, 2021.
Transaction costs of g 24 lakhs have been charged to profit and loss statement and are included in other expenses (For the period ended March 31, 2022).
(b) Contingent Consideration
The total consideration for acquisition of Infobeans Cloudtech Limited includes a contingent consideration payable on achievement of Target Revenue and EBITDA as defined under the share purchase agreement for the years ending March 31, 2023, March 31, 2024 and March 31, 2025. The undiscounted value of the said contingent consideration ranges from Nil to 6,600 lakhs. The fair value of the contingent consideration is estimated by applying the discounted cash flow approach considering discount rate of 12.4% and probability adjusted revenue and earnings estimates.
NOTE 47: ADDITIONAL DISCLOSURES REQUIRED BY SCHEDULE III (DIVISION II)OF THE ACT, AS AMENDED
(i) The Company does not have any Benami property, where any proceeding has been initiated or pending against the Company for holding any Benami property.
(ii) The Company does not have any transactions with companies struck off.
(iii) The Company does not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory period,
(iv) The Company has not traded or invested in Crypto currency or Virtual Currency during the financial year.
(v) The Company has not advanced or loaned or invested funds to any other person(s)
or entity(ies), including foreign entities (Intermediaries) with the understanding that the Intermediary shall:
(a) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (Ultimate Beneficiaries) or
(b) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries,
(vi) The Company has not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) with the understanding (whether recorded in writing or otherwise) that the Company shall:
(a) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (Ultimate Beneficiaries) or
(b) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries,
(vii) The Company has not entered into any such transaction which is not recorded in the books of accounts that has been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (such as, search or survey or any other relevant provisions of the Income Tax Act, 1961.
Mar 31, 2022
(a) Capital reserve
Capital reserve represents the difference between value of the net assets transferred to the Company in the course of business combinations and the consideration paid for such combinations.
Securities premium reserve is used to record the premium on issue of shares. The reserve will be utilised in accordance with provisions of the Act.
The reserve is used to recognize the grant date fair value of options issued to employees under Employee Stock Option Schemes and is adjusted on exercise/ forfeiture of options.
General reserve is created from time to time by way of transfer profits from retained earnings for appropriation purposes. General reserve is created by a transfer from one component of equity to another and is not an item of other comprehensive income.
(e) Retained earnings
Retained earnings are created from the profit / loss of the Company, as adjusted for distributions to owners, transfers to other reserves, etc.
(f) Other comprehensive income
Other Comprehensive Income includes re-measurement loss on defined benefit plans, net of taxes that will not be reclassfied to profit & loss.
a) Applied a single discount rate to a portfolio of leases of similar assets in similar economic environment with a similar end date.
b) Applied the exemption not to recognize right-of-use assets and liabilities for leases : a. with less than 12 months of lease term on the date of initial application
(ii) The effect of depreciation and interest related to Right Of Use Asset and Lease Liability are reflected in the Statement of Profit and Loss under the heading "Depreciation and Amortisation Expenseâ and "Finance costsâ.
(iii) The weighted average incremental borrowing rate applied to lease liabilities for FY 21-22 is 9.50%.
The Company is primarily engaged in business of software development services, specializing in business application development for web and mobile and operate at Capability Maturity Model Integration (CMMI) level 3, which is considered by the management to constitute one business segment. Accordingly, there is no other separate reportable segment as defined by Ind AS 108 "Operating Segmentsâ, however the company has presented geographical segment at consol level. (Refer Note 33 of Consolidated Financial Statements)
Defined contribution plans
The Company makes Provident fund and Employee State Insurance Scheme contributions which are defined contribution plans, for qualifying employees. Under the schemes, the Company is required to contribute a specified percentage of the payroll costs to fund the benefits. The Company recognised ? 311.82 Lacs for the year ended March 31, 2022 (? 227.32 Lacs for the year ended March 31,2021) for Provident Fund contributions in the Statement of Profit and Loss. The contributions payable to these plans by the Company are at rates specified in the rules of the schemes.
The Company offers the following employee benefit schemes to its employees:
i. Gratuity (Refer Note 19 & 26)
ii. Long-term compensated absences (Refer Note 19 & 26)
The expected rate of return on plan assets is determined after considering several applicable factors such as the composition of the plan assets, investment strategy, market scenario, etc. In order to protect the capital and optimise returns within acceptable risk parameters, the plan assets are well diversified.
The discount rate is based on the prevailing market yields of Government of India securities as at the balance sheet date for the estimated term of the obligations.
The estimate of future salary increases considered, takes into account the inflation, seniority, promotion, increments and other relevant factors.
The Company''s principal financial liabilities comprises of borrowings , trade and other payables. The main purpose of these financial liabilities is to finance the Company''s operations. The Company''s principal financial assets includes trade and other receivables, and cash and cash equivalents that derive directly from its operations. The Company is exposed to market risk, credit risk and liquidity risk. The Company''s senior management oversees the management of these risks.
Credit risk is the risk of financial loss to the Company if a customer or counterparty fails to meet its contractual obligations and arises principally from the Company''s
receivables, deposits given, loans given, and balances at bank.
The maximum exposure to the credit risk at the reporting date is primarily from trade receivables.
In case of trade receivables, the Company does not hold any collateral or other credit enhancements to cover its credit risks. Credit risk has always been managed by the Company through credit approvals, establishing credit limits and continuously monitoring the credit worthiness of customers to which the Company grants credit terms in the normal course of business. On account of adoption of Ind AS 109, the Company uses expected credit loss model to assess the impairment loss or gain.
The following table summarises financial assets and liabilities measured at fair value on a recurring basis and financial assets that are not measured at fair value on a recurring basis (but fair value disclosure are required):
The different levels have been defined as follows:
Level-1 - Quoted prices (unadjusted) in active markets for identical assets or liabilities at net market value.
Level-2 - Inputs other than quoted prices included within level-1 that are observable for asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).
Level- 3 - Inputs for the assets or liabilities that are not based on observable market data (unobservable inputs). Fair values are determined in whole or in part using a valuation model based on assumptions that are neither supported by prices from observable current market transactions in the same instrument nor are they based on available market data.
Trade receivable consists of a large number of customers, spread across diverse industries and geographical areas. Ongoing credit evaluation is performed on the financial condition of the accounts receivable.
Credit risk on cash and cash equivalents is limited as the Company generally invest in deposits with banks and financial institutions with high credit ratings assigned by credit-rating agencies.
Market risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises three types of risk: currency risk, interest rate risk and other price risk. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimizing the return.
The Company undertakes transactions denominated in foreign currencies, consequently exposures to exchange rate fluctuations arise. The management has taken a position not to hedge this currency risk.
The following table details the Company''s sensitivity to a 10% increase and decrease in the Rupee against the relevant foreign currency. 10% is the sensitivity rate used when reporting foreign currency risk internally to key management personnel and represents management''s assessment of the reasonably possible change in foreign exchange rates. The sensitivity analysis includes only outstanding foreign currency denominated monetary items and adjusts their translation at the period end for a 10% change in foreign currency rates. A positive number below indicates an increase in profit where the Rupee strengthens 10% against the relevant currency. For a 10% weakening of the Rupee against the relevant currency, there would be a comparable impact on the profit and the balance would be negative.
The borrowings of the Company are at fixed interest rates, consequently the Company is not exposed to interest rate risk.
(1) Liquidity risk management
Liquidity risk refers to the risk that the Company cannot meet its financial obligations. The Company''s principal source of liquidity are cash and cash equivalents and the cash flow generated from operations. The Company manages liquidity risk by
maintaining adequate banking facilities and reserve borrowing facilities, by continuously monitoring forecast and actual cash flows, and by matching the maturity profiles of financial assets and liabilities. Trade and other payables are non-interest bearing and the average credit term is 30-90 days.
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.
All the financial assets and liabilities of the Company are measured at amortised cost except for investment.
The carrying amount of financial assets and financial liabilities measured at amortised cost in the financial statements are a reasonable approximation of their fair values,except for security deposit and investment since the Company does not anticipate that the carrying amounts would be significantly different from the values that would eventually be received or settled.
Fair value of security deposits are estimated by discounting future cash flows using rates currently available for debt on similar terms, credit risk and maturities.
The Company uses the following hierarchy for determining and disclosing the fair value of financial instruments by valuation technique:
Level 1: quoted (unadjusted) prices in active markets for identical assets or liabilities. The company has level 1 fair value measurement.
Level 2: other techniques for which all inputs which have a significant effect on the recorded fair value are observable, either directly or indirectly.
Level 3: techniques which use inputs that have a significant effect on the recorded fair value that are not based on observable market data.
NOTE 42 DISCLOSURES FOR REVENUE FROM CONTRACTS WITH CUSTOMERS
Revenue disaggregation by reportable segments and by geography has been included in segment information.
The Company has evaluated the impact of the COVID-19 pandemic, amongst other matters, resulting from (i) the possibility of constraints to render services which may require revision of estimations of costs to complete the contract because of additional efforts, (ii) termination or deferment of contracts by customers and (iii) customer disputes in its assessment of recognition of revenue in accordance with INDAS-115.
The remaining performance obligations disclosure provides the aggregate amount of the transaction price yet to be recognised as of the end of the reporting period and an explanation as to when the Company expects to recognise these amounts in revenue. Applying the practical expedient as given in Ind AS 115, the Group has not disclosed the remaining performance obligation for contracts where the entity has a right to consideration from a customer in an amount that corresponds directly with the value to the customer of the entity''s performance completed to date, typically those contracts where invoicing is on time and material basis. Remaining performance obligation estimates are subject to change and are affected by several factors, including terminations, changes in scope of contracts, periodic revalidations, adjustments for revenue that has not materialized and adjustments for currency.
NOTE 45 Previous year figures have been reclassified/regrouped wherever necessary to confirm with Financial Statements prepared under Ind AS.
Mar 31, 2021
Description of nature and purpose of each reserve
(a) Capital reserve
Capital reserve represents the difference between value of the net assets transferred to the Company in the course of business combinations and the consideration paid for such combinations.
(b) Security premium reserve
Securities premium reserve is used to record the premium on issue of shares. The reserve will be utilised in accordance with provisions of the Act.
(c) Share option outstanding account
The reserve is used to recognize the grant date fair value of options issued to employees under Employee Stock Option Schemes and is adjusted on exercise/ forfeiture of options.
(d) General reserve
General reserve is created from time to time by way of transfer profits from retained earnings for appropriation purposes. General reserve is created by a transfer from one component of equity to another and is not an item of other comprehensive income.
(e) Retained earnings
Retained earnings are created from the profit / loss of the Company, as adjusted for distributions to owners, transfers to other reserves, etc
(f) Other comprehensive income
Other Comprehensive Income includes re-measurement loss on defined benefit plans, net of taxes that will not be reclassfied to profit & loss..
The Company''s significant leasing arrangements are in respect of office premises and equipment taken on leave and licence basis.
(i) The following is the summary of practical expedients elected:
a) Applied a single discount rate to a portfolio of leases of similar assets in similar economic environment with a similar end date.
b) Applied the exemption not to recognize right-of-use assets and liabilities for leases : a. with less than 12 months of lease term on the date of initial application
(ii) The effect of depreciation and interest related to Right Of Use Asset and Lease Liability are reflected in the Statement of Profit and Loss under the heading "Depreciation and Amortisation Expense" and "Finance costs".(iii) The weighted average incremental borrowing rate applied to lease liabilities for FY 20-21 is 9.50%.The disclosures as per Ind AS 19 - Employee Benefits are as follows:
Defined contribution plans
The Company makes Provident fund and Employee State Insurance Scheme contributions which are defined contribution plans, for qualifying employees. Under the schemes, the Company is required to contribute a specified percentage of the payroll costs to fund the benefits. The Company recognised t 22,732,232 for the year ended March 31, 2021 (t 22,746,641 for the year ended March 31, 2020) for Provident Fund contributions in the Statement of Profit and Loss. The contributions payable to these plans by the Company are at rates specified in the rules of the schemes.
Defined benefit plans
The Company offers the following employee benefit schemes to its employees:
i. Gratuity (Refer Note 25)
ii. Long-term compensated absences (Refer Note 25)
These plan typically expose the group to actuarial risk such as: Investment risk, interest rate risk, longevity risk and salary risk.
Investment Risk The present value of the defined benefit plan liability (denominated in Indian Rupee) is calculated using a discount rate which is determined by reference to market yields at the end of the reporting period on government bonds.
For other defined benefit plans, the discount rate is determined by reference to market yields at the end of the reporting period on high quality corporate bonds when there is a deep market for such bonds; if the return on plan asset is below this rate, it will create a plan deficit. Currently, for the plan in India, it has relatively balanced mix of investments in government securities, and other debt instruments. Further, the overseas plan has a relatively balanced investment in equity securities, debt instruments and real estates. Due to the long term nature of plan liabilities, the board of the overseas Fund considers it appropriate that a reasonable portion of the plan asset should be invested in equity securities and in real estate to leverage the return generated by the fund.
Interest Risk A decrease in the bond interest rate will increase the plan liability; however, this will be partially offset by an increase in the return on the plan''s debt investment.
Longevity Risk The present value of the defined benefit plan liability is calculated by reference to the best estimate of the
mortality of plan participants both during and after their employment. An increase in the life expectancy of the plan participants will increase the plan''s liability.
Salary Risk The present value of the defined benefit plan liability is calculated by reference to the future salaries of plan
participants. As such, an increase in the salary of the plan participants will increase the plan''s liability.
*Debt is defined as long-term and short-term borrowings (excluding financial guarantee contracts) including current maturities of long term debt.
(b) Financial risk management objectives
The Company''s principal financial liabilities comprises of borrowings , trade and other payables. The main purpose of these financial liabilities is to finance the Company''s operations. The Company''s principal financial assets includes trade and other receivables, and cash and cash equivalents that derive directly from its operations.
The Company is exposed to market risk, credit risk and liquidity risk. The Company''s senior management oversees the management of these risks.
(i) Credit risk management
Credit risk is the risk of financial loss to the Company if a customer or counterparty fails to meet its contractual obligations and arises principally from the Company''s receivables, deposits given, loans given, and balances at bank.
The maximum exposure to the credit risk at the reporting date is primarily from trade receivables.
In case of trade receivables, the Company does not hold any collateral or other credit enhancements to cover its credit risks. Credit risk has always been managed by the Company through credit approvals, establishing credit limits and continuously monitoring the credit worthiness of customers to which the Company grants credit terms in the normal course of business. On account of adoption of Ind AS 109, the Company uses expected credit loss model to assess the impairment loss or gain.
Trade receivables are non-interest bearing and the average credit period is 45-60 days. At 31 March, 2021, the Company had 7 customers (31 March 2020: 6 customers) that owed the Company more than ? 1 crore each and accounted for approximately 88.57% of all the receivables outstanding (31 March, 2020: 85.30%).
Fair Value Hierarchy
The following table summarises financial assets and liabilities measured at fair value on a recurring basis and financial assets that are not measured at fair value on a recurring basis (but fair value disclosure are required):
The different levels have been defined as follows:
Level-1 - Quoted prices (unadjusted) in active markets for identical assets or liabilities at net market value.
Level-2 - Inputs other than quoted prices included within level-1 that are observable for asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).
Level- 3 - Inputs for the assets or liabilities that are not based on observable market data (unobservable inputs). Fair values are determined in whole or in part using a valuation model based on assumptions that are neither supported by prices from observable current market transactions in the same instrument nor are they based on available market data.
Trade receivable consists of a large number of customers, spread across diverse industries and geographical areas. Ongoing credit evaluation is performed on the financial condition of the accounts receivable.
Credit risk on cash and cash equivalents is limited as the Company generally invest in deposits with banks and financial institutions with high credit ratings assigned by credit-rating agencies.
(ii) Market risk
Market risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises three types of risk: currency risk, interest rate risk and other price risk. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimizing the return.
The Company undertakes transactions denominated in foreign currencies, consequently exposures to exchange rate fluctuations arise. The management has taken a position not to hedge this currency risk.
(2) Foreign currency sensitivity analysis
The following table details the Company''s sensitivity to a 10% increase and decrease in the Rupee against the relevant foreign currency. 10% is the sensitivity rate used when reporting foreign currency risk internally to key management personnel and represents management''s assessment of the reasonably possible change in foreign exchange rates. The sensitivity analysis includes only outstanding foreign currency denominated monetary items and adjusts their translation at the period end for a 10% change in foreign currency rates. A positive number below indicates an increase in profit where the Rupee strengthens 10% against the relevant currency. For a 10% weakening of the Rupee against the relevant currency, there would be a comparable impact on the profit and the balance would be negative.
The borrowings of the Company are at fixed interest rates, consequently the Company is not exposed to interest rate risk.
(iii) Liquidity Risk
(1) Liquidity risk management
Liquidity risk refers to the risk that the Company cannot meet its financial obligations. The Company''s principal source of liquidity are cash and cash equivalents and the cash flow generated from operations. The Company manages liquidity risk by maintaining adequate banking facilities and reserve borrowing facilities, by continuously monitoring forecast and actual cash flows, and by matching the maturity profiles of financial assets and liabilities. Trade and other payables are non-interest bearing and the average credit term is 30-90 days.
All the financial assets and liabilities of the Company are measured at amortised cost except for investment.
Financial instruments measured at amortised cost
The carrying amount of financial assets and financial liabilities measured at amortised cost in the financial statements are a reasonable approximation of their fair values,except for security deposit and investment since the Company does not anticipate that the carrying amounts would be significantly different from the values that would eventually be received or settled.
NOTE 37 - CORPORATE SOCIAL RESPONSIBILITY (CSR)
The Company has spent during the year ended 31 March 2021: K 48,83,581 (year ended 31 March 2020: 36,95,600) towards various schemes of Corporate Social Responsibility as prescribed under section 135 of the Companies Act, 2013.
Disclosures for Revenue from Contracts with Customers
(i) Disaggregation of Revenue
Revenue disaggregation by reportable segments and by geography has been included in segment information (refer note 33).
The Group has evaluated the impact of the COVID-19 pandemic, amongst other matters, resulting from (i) the possibility of constraints to render services which may require revision of estimations of costs to complete the contract because of additional efforts, (ii) termination or deferment of contracts by customers and (iii) customer disputes in its assessment of recognition of revenue in accordance with INDAS-115.
(ii) Performance Obligation
The remaining performance obligations disclosure provides the aggregate amount of the transaction price yet to be recognised as of the end of the reporting period and an explanation as to when the Group expects to recognise these amounts in revenue. Applying the practical expedient as given in Ind AS 115, the Group has not disclosed the remaining performance obligation for contracts where the entity has a right to consideration from a customer in an amount that corresponds directly with the value to the customer of the entity''s performance completed to date, typically those contracts where invoicing is on time and material basis. Remaining performance obligation estimates are subject to change and are affected by several factors, including terminations, changes in scope of contracts, periodic revalidations, adjustments for revenue that has not materialized and adjustments for currency.
(iv) Contract Price
Reconciliation of revenue recognised in the statement of profit and loss with the contracted price. The Company has recognized revenue o1 T 6596 Lacs which is adjusted by discounts of T 8 Lacs for the year ended March 31, 2021.
NOTE 39 -
Previous year figures have been reclassified/regrouped wherever necessary to confirm with Financial Statements prepared under Ind AS.
Mar 31, 2018
I. General Information
InfoBeans Technologies Ltd (the "company»), operating at CMMI level 3, is a public limitedÂ
company domiciled in India, and has also got listed on the National Stock Exchange - SME EmergeÂ
Platform on 02nd May, 2017. The Company is specialized in software services. Our business isÂ
primarily engaged in providing custom developed services to offshore clients. InfoBeans providesÂ
software engineering services primarily in Product Engineering, Digital Transformation, AutomationÂ
and DevOps.
2. Significant Accounting Policies
a. Basis of Preparation of Financial Statements
These financial statements are prepared in accordance with Indian Accounting Standards/IndianÂ
Generally Accepted Accounting Principles (GAAP) under the historical cost convention on theÂ
accrual basis except for certain financial instruments which are measured at fair values. GAAPÂ
comprises mandatory accounting standards as prescribed by the Companies (Accounting Standards)Â
Rules, 2014 and the provisions of the Companies Act, 2013. Accounting policies have beenÂ
consistently applied except where a newly-issued accounting standard is initially adopted or aÂ
revision to an existing accounting standard requires a change in the accounting policy hitherto inÂ
use.
All amounts included in the financial statements are report in Lakhs of Indian rupees except shareÂ
and per share data unless otherwise stated. Due to rounding off, the numbers presented throughoutÂ
the document may not add up precisely to the totals and percentages may not preciselyÂ
reflect the absolute figures.
b. Use of Estimates
The preparation of the financial statements requires the management to make judgment, estimates andÂ
assumptions that affect the accounting policies, reported balances of assets and liabilities onÂ
the date of the financial statements and reported amounts of income and expenses during theÂ
period. Accounting estimates could change from period to period. Actual results could differ fromÂ
those estimates. Appropriate changes in estimates are made as the management becomes aware ofÂ
changes in circumstances surrounding the estimates. Changes in estimates are reflectedÂ
in the financial statements in the period in which changes are made and, if material, their effectsÂ
are disclosed in the notes to the financial statements.
c. Revenue Recognition
Revenue is recognized to the extent that it is probable that the economic benefits will flow toÂ
the Company and the revenue can be reliably measured. Revenue is primarily derived from softwareÂ
development and related services. Contracts with customers are arranged either on time and materialÂ
basis or fixed price basis or fixed time-frame basis.
Revenue with respect to time and material contracts is recognized as related services areÂ
performed.
Since there is no ambiguity about measurement or collectability of consideration, Revenue fromÂ
fixed price and fixed time frame contracts are recognized in accordance with the percentageÂ
completion method under which revenue isÂ
recognized when mutually agreed milestone is achieved i.e.
when the invoice is generated. When there is ambiguity
about measurement or collectability of consideration, recognition is deferred until such ambiguityÂ
is determined.
Revenue from annual technical service contracts/ fixed time frame basis is recognized inÂ
proportion over the period in which such services are rendered.
Revenues are presented net of sales tax, value added tax,
service tax and applicable discounts and allowances.
Accrued Revenue included in 10ther current assets1, represents amounts in respect of servicesÂ
performed in accordance with contract terms, not yet billed to the customers at the year end.
d. Fixed Assets
Tangible Assets are stated at cost of acquisition less accumulated depreciation and impairmentÂ
loss, if any. Cost includes all identifiable expenditure incurred in their acquisition andÂ
construction/ installation and other related expenditure incurred to bring the asset to theÂ
location and condition necessary for it to be capable of being operated in the manner intended byÂ
the management.
Capital work in progress comprises of the cost of fixed assets that are not yet ready for theirÂ
intended use at the reporting date. The Company identifies and determines separate usefulÂ
lives for each major component of the fixed asset, if they have a useful life that is materiallyÂ
different from that of the asset as a whole.
When parts of an item of property, machinery and equipment have different usefulÂ
lives, they are accounted for as separate items (major components) of property, plant andÂ
equipment.
An item of tangible assets is derecognized on disposal or when no future economic benefits areÂ
expected from its use. Gains or losses arising from derecognition of fixed assets are measured asÂ
the difference between the net disposal proceeds and the carrying amount of the asset andÂ
are recognized in the statement of profit and loss when the asset is derecognized.
Intangible assets are recorded at the consideration paid for acquisition of such assets and areÂ
carried at cost less accumulated amortization and impairment losses, if any
Gains or losses arising from the retirement or disposal of an intangible asset are determined asÂ
the difference between the net disposal proceeds and the carrying amount of the asset andÂ
recognised as income or expense in the Statement of Profit and Loss.
e. Depreciation and Amortization
Depreciation on fixed assets is provided at the rates and in the manner specified in Schedule XIVÂ
of the Companies Act,
1956 I Schedule II of Companies Act, 2013, wherever applicable on written down value method.Â
Intangible assets
are amortized on a straight line method over their estimated useful lives.
Effective April 01, 2014, the Company has with retrospective effect changed its method ofÂ
providing depreciation on fixed assets related to Leasehold Improvements, Electrical Installation,Â
Air conditioner from
the WDV method to the 'Straight Une' method over the
lease period. Management believes that this change will result in more appropriate presentation andÂ
will give a systematic basis of depreciation charge, representative of the time pattern in whichÂ
the economic benefits will be derived from the use of these assets.
f. Technical Work in Progress
The company has been developing new capabilities for providing services, for which it hasÂ
been incurring some expenses for the development. The company has policy to recognize suchÂ
expenses as Technical WIP in the current assets head and the same will be charged to Profit andÂ
Loss
@ 40% each year against the revenue of such services, after when such capabilities startsÂ
generating revenue.
g. Investment
Current investments, which are readily realizable and intended to be held for not more than oneÂ
year from the date on which such investments are made, are carried at the lower of cost and fairÂ
value of each investment individually. All other Investments are long-term investments, which areÂ
carried at cost less provisions recorded to recognize any decline, other than temporary, in theÂ
carrying value of each investment. The cost comprises the purchase price and directly attributableÂ
acquisition charges such as brokerage, fees and duties. On disposal of an investment, theÂ
difference between its carrying amount and net disposal proceeds is charged or credited to theÂ
statement of profit and loss.
h. Taxation
Taxation includes Income Tax, Minimum Alternate Tax and Deferred Tax. Income taxes are accrued inÂ
the same period that the related revenue and expenses arise. Provision for current tax will beÂ
made on the taxable profits for the year at the rates in force in Income Tax Act. TheÂ
provision for deferred tax will be made on timing difference between book profit and IncomeÂ
Tax profit that have been enacted or substantively enacted as on the balance sheet date.
Minimum Alternate Tax (MAT) paid in accordance to the tax laws, which gives rise to future economicÂ
benefits in the form of adjustment of future income tax liability, is considered as assetsÂ
if there is convincing evidence that the Company will pay normal income tax after the tax holidayÂ
period. Accordingly, MAT is recognized as an assets in the balance sheet when it is probable thatÂ
the future economic associated with it will flow to the Companyand the asset can be measuredÂ
reliably.
Deferred tax expense or benefit is recognized on timing difference being the difference betweenÂ
taxable income and accounting income that originate in one period and are capable of reversal inÂ
one or more subsequent periods.
i. Foreign Currency Transaction
Foreign transactions denominated in foreign currency are normally recorded at the exchange rateÂ
prevailing to at the time of transaction;
Monetary items denominated in foreign currency remaining unsold at the end of year are translatedÂ
at the year-end rate. On-monetary items which are carried in terms of historical cost denominatedÂ
in a foreign currency are reported using the exchange rate at the date of the transaction.
Any Income or Expenditure on account of exchange rate difference either or unsold or onÂ
transaction is recognized in the Profit and Loss Account.
j. Forward and Options Contract in Foreign Currency
The Company uses Foreign Exchange Forward and Options
Contract to Hedge its exposure to movements in Foreign Exchange Rates. The Use of this ForeignÂ
Exchange Forward and Options Contracts reduce the risk or cost to the Company and theÂ
Company does not use those for Trading or Speculation Purposes. Forward and options contracts areÂ
fair valued at each reporting date. The resultant gain or loss from these transactions areÂ
recognized in the Statement of Profit and Loss. Forward and Option Contracts are fair valuedÂ
at each reporting date.
k. Employee Benefits
i. Long-tenn Employee Benefits
(a) Defined Contribution Plans (Provident Fund)
The Company has Defined Contribution Plans for post employment benefits in the form ofÂ
Provident Fund, employee's state insurance, which are administered through Government of India.Â
Provident Fund is classified as Defined Contribution Plans as the Company has no furtherÂ
obligation beyond making the contributions. The Company's contributions to DefinedÂ
Contributions Plans are charged to the Profit and Loss Account as incurred.
(b) Defined Benefit Plan (Gratuity)
The Company has Defined Benefit Plan for post employment benefits in the form of Gratuity forÂ
its employees in India. liability for Defined Benefit Plan is provided on the basis ofÂ
actuarial valuation, as at the Balance Sheet date, carried out by independent actuary. TheÂ
actuarial valuation method used by independent actuary for measuring the liability is the ProjectedÂ
Unit Credit method. The Company's gratuity fund is administered by a trust which has taken aÂ
Company policy with Ufe Insurance Corporation of India (LIC) to cover its liability towardsÂ
employee gratuity. Actuarial gains and losses are recognized immediately in Profit and LossÂ
account.
(c) Other Long-term Employee Benefits (Leave
Encashment)
The employees of the Company are entitled to other long term benefits in the form of LeaveÂ
Encashrnent and Compensated Absences as per the policy of the company. The employees of theÂ
Company are entitled to compensated absences which are both accumulating and non accumulating inÂ
nature. Expense on non-accumulating compensated absences is recognized in the period in which theÂ
absences occur.
ii. Short Term Employee Benefits
The undiscounted amount of short term employee benefits expected to be paid in exchange for theÂ
services rendered by employees is recognised in the year during which the employee rendered theÂ
services. These benefits includes compensated absences such as paid annual leave and performanceÂ
incentives.
iii. Termination benefits
Termination benefits, in the nature of voluntary retirement benefits or those arising fromÂ
restructuringare recognised as an expense as and when incurred.
1. Earnings Per Share
Basic earnings per share is calculated by dividing the net profit or loss for the yearÂ
attributable to equity shareholders by the weighted average number of equity sharesÂ
outstanding during the year.
Diluted earnings per share are calculated by dividing the netÂ
profit after tax by the weighted average number of equity
shares considered for deriving basic earnings per share and
also the weighted average number of equity shares that could have been issued uponÂ
conversion of all dilutive potential equity shares.
The number of shares and potentially dilutive equity shares are adjusted retrospectively forÂ
all periods presented for bonus shares.
m. Provision and Contingent Liabilities
Provision is recognized when there exists a present obligation as a result of past events andÂ
it is probable that an outflow of resources embodying economic benefits will be required to settleÂ
the obligation, and a reliable estimate can be made of the amount of the obligation. ProvisionsÂ
are not discounted to present value and are determined based on best estimates requiredÂ
to settle the obligation at the reporting date. These estimates are reviewedÂ
at each reporting date and adjusted to reflect the current best estimates.
Disclosure of contingent liability is made when there is a possible obligation or a presentÂ
obligation that may, but probably will not, require an outflow of resources. Where there is aÂ
possible obligation or a present obligation that the likelihood of outflow of resources is remote,Â
no provision or disclosure is made.
n. Accounting for Employee Stock Option
Stock Options granted to employees of InfoBeans and its subsidiaries under the stock optionÂ
scheme - InfoBeans Partnership Program are treated as per Guidance note on Employee Share basedÂ
Payments issued by the Institute of Chartered Accountants of India as required by the SecuritiesÂ
and Exchange Board of India (Share Based Employee Benefits) Regulations, 2014. TheÂ
company measures compensation cost relating to employee stock options using the intrinsic valueÂ
method. The intrinsic value of the option being excess of market value of underlying shareÂ
immediately prior to date of grant over its exercise price is recognized as employee compensationÂ
proportionately with a credit stock option outstanding account. Employee Compensation ExpenseÂ
Account is charged to Statement of Profit &: Loss. The option that lapse shall be reversedÂ
by adjusting the Employee Compensation Expense Account of the forthcoming years.
o. Cash and Cash Equivalents
Cash and Cash Equivalents includes cash in hand and at
Bank and short term deposits with banks with an original
maturity of twelve months or less.
p. Cash Flow Statement
Cash flows are prepared using the indirect method, whereby profit before tax isÂ
adjusted for the effects of transactions of a non-cash nature, any deferrals or accruals of pastÂ
or future operating cash receipts or payments and item of income or expenses associated withÂ
investing or financing cash flows.
Note-3
(a)-The Company has only one class of Share referred to as Equity Share having a Par Value ofU 0/-Â
per share. Each Shareholder of Equity shareis entitled to onevote per Share.
In the event of liquidation of the Company; the shareholder of Equity Share will be entitled toÂ
receive any of the remaining assets of the Company in proportion to the number of equity sharesÂ
held by the shareholder, after distribution of all preferential amounts.
The company declares and pays dividend in Indian Rupees (f). The dividend proposed by theÂ
Board of Directors is subject to the approval of shareholders in ensuing Annual General Meeting,Â
except incase of Interim dividend. The distribution will be propotional to the number ofÂ
Equity Shares held by the shareholders.
In the period of five years immediately preceding 31st
March, 2018:
(i) The Company allotted 22,86,480 equity shares as fully paid-up bonus shares by utilisation ofÂ
Free Reserves on
15th March 2013 pursuant to shareholder's resolution
passed inthe EGM held on 12th March, 2013.
(ii) The Company allotted 24,49,800 equity shares as fully paid-up bonus shares by utilisation ofÂ
Free Reserves onÂ
29th March 2014 pursuant to shareholder's resolution
passed in the EGM held on 28th March, 2014.
(iii) The Company allotted 12624000 equity shares as fully paid-up bonus shares by utilisation ofÂ
Free Reserves on
02nd March 2017 pursuant to shareholder's resolution passed in the EGM held on 15th February, 2017.
(iv) The Company allotted 6342000 equity shares as fully paid-up shares by utilisation against theÂ
public issue Dtd
02nd May 2017 pursuant to shareholder's resolution passed in the EGM held on 15th February,Â
2017.
EMPLOYEE STOCK OPTIONS SCHEME- INFOBEANS PARTNERSHIPPROGRAM
The Shareholders of the company through Postal Ballot on 22ndJuly, 2016 approved the allocation of
100000 (Revised 350000 due to bonus) stock options to the eligible employees of the company and its
subsidiaries. The company established a scheme - InfoBeans Partnership Program in 2016 for granting
stock options to the eligible employees, each option representing one equity share of the company.
The scheme is governed by Employee Stock Option Scheme and Employee Stock Purchase Guidelines
issued in 1999 by SEBI and as amended from time to time. The vesting period of stock options,
granted during the year shall be Five years. The stock options shall be exercisable within six
months from the date of vesting. As per the guidlines issued by the SEBI, the excess of the market
price of the underlying equity sharesas on the date of grant of option over the exercise price of
the option is to be recognised and amortised on astraight line basis over the vesting period.
For the purpose of valuation of the options granted during the year ended 31st March, 2017 under
ESOP Scheme -InfoBeans Partnership Program, the management obtained fair value of the options at
the date of the grant from ESOP professionals/ practitioners. In the considered option of the
valuer the fair value of this options determined using Black Scholes Valuation Modelis Rs.32.96
per option.
For the purpose of valuation of the options granted (with the vesting period up to 01st
April202l) during the year ended
31st March, 2018 under ESOP Scheme - InfoBeans
Partnership Program, the management obtained fair value of the options at the date of the grant
from ESOP professionals/ practitioners. In the considered option of the valuer the fair value of
this options determined using Black Scholes Valuation Modelis Rs.54.20 per option.
45.Dues to Micro,Smalland Medium Enterprises:
As per "The Micro, Small and Medium Enterprises
Development Act, 2006 which comes into force from October
2, 2006, the company is required to identify the Micro, Small and Medium suppliers and pay
interest to micro and small enterprises on overdue beyond the specified period irrespective of
the terms agreed with the suppliers. Based upon the confirmations received from the vendors
on requests made the company the management believes that there are no overdue principal
amount/interest payable amount for delayed payments to such vendors at the Balance sheet date.
There are no delays in payment made to such suppliers during the year or for any earlier years and
accordingly there is no interest paid or outstanding interest in this regard in respect of
payments made during this year or on balance brought forward from previous year.
46.CorporateSocial Responsibility:
As per Section 135 of the Companies Act, 2013, a company, meeting the applicability threshold,
needs to spend at least
2% of its average net profit for the immediately preceding
three financial years on corporate social responsibility (CSR)
activities. The areas for CSR activities are eradication of hunger and malnutrition,
promoting education, art and culture, healthcare, destitute care and rehabilitation, environment
sustainability, disaster relief and rural development projects. A CSR committee has been formed
by the Company as per the Act. The funds are utilized on those activities which are specified in
Schedule VII of the Companies Act, 2013.
Gross amount required to be spent by the Company during
the year is' 22,37,650/-. Amount spent during the year'
24,10,500/-."
47.Quantitative Details:
The Company is primarily engaged in the development and maintenance of computer software. The
production and sale of such software carlilot be expressed in any generic unit. Hence, it is not
possible to give the quantitative details of sales and certain information as required under
paragraphs 5 (viii)(c) of general instructions for preparation of the Statement of Profit and
Loss as per Schedule III to the Companies Act, 2013.
48.In the opinion of Board, Current Assets, Loan and Advances have a value of realization in the
ordinary course of business at least equal to the amount at which these are stated
and that the provision for known liabilities are adequate and not in excess of the amount
reasonable necessary.
49.The provision for taxation includes tax liabilities in India on the Company's global income
as reduced by exempt incomes and any tax liabilities arising overseas on income sourced from
those countries as per Indian Income-tax Act,
1961. InfoBeans' operations are conducted through Software Technology Parks ('STPs') and Special
Economic Zones ('SEZs'). Income from STPs were tax exempt for the first 10 years from the fiscal in
which the unit commenced softwareÂ
development, or March 31, 2011whichever is earlier. Income
from SEZ units is fully tax exempt for the first five years, 50% exempt for the next five years and
50% exempt for another five yearssubject to fulfillingcertain conditions.
Company has made a provision of Income Tax of Rs.
4,12,00,000/-for the F.Y. 2017-18 as per provision oflncome
TaxAct 1961.
50.Previous years numbers have been regrouped and rearranged whereever necessary.
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