Notes to Accounts of VJTF Eduservices Ltd.

Mar 31, 2024

16. Provisions, Contingent Liabilities and Contingent Assets:

A provision is recognised if, as a result of a past event, the group has a present legal or constructive obligation that can be estimated reliably, and it is probable that an outflow of economic benefits will be required to settle the obligation.

Provisions for onerous contracts are recognized when the expected benefits to be derived by the Company from a contract are lower than the unavoidable costs of meeting the future obligations under the contract.

A disclosure for contingent liabilities is made where there is a possible obligation or a present obligation that may probably not require an outflow of resources or an obligation for which the future outcome cannot be ascertained with reasonable certainty. When there is a possible or a present obligation where the likelihood of outflow of resources is remote, no provision or disclosure is made.

Contingent assets are neither recognized nor disclosed in financial statements.

17. Impairment of Non-Financial Assets:

Goodwill and intangible assets that have an indefinite useful life are not subject to amortization and are tested annually for impairment, or more frequently if events or changes in circumstances indicate that they might be impaired. Other assets are tested for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognised in the statement of profit or loss for the amount by which the asset''s carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset''s fair value less costs of disposal and value in use. For the purposes of assessing impairment, assets are grouped at the lowest level for which there are separately identifiable cash inflows which are largely dependent of the cash inflows from other assets or groups of assets (cash-generating units). Non-financial assets other than goodwill that suffered an impairment are reviewed for possible reversal of the impairment at the end of each reporting period. After impairment, depreciation is provided on the revised carrying amount of the asset over its remaining useful life.

18. Investment in Subsidiaries, Joint-ventures and Associate:

Investment in equity shares of subsidiaries, joint-venture and associate are recorded at cost and reviewed for impairment at each reporting date.

19. Earnings Per Share:

Basic earnings per shares are calculated by dividing the net profit or loss after tax for the period attributable to equity shareholders by the weighted average number of equity shares outstanding during the period. For the purpose of calculating diluted earnings per share, the net profit or loss for the period attributable to the equity shareholders and the weighted average number of shares outstanding during the period is adjusted for the effects of all dilutive potential equity shares.

Rate of Interest .Details of Security and Term of Repayment of Term Loans Aditya birla finance limited (Non-banking financial institution-NBFC)

Carries interest as on the reporting date at Nil. (Previous Year 14.30% p.a.). The Term loan is secured by Equitable Mortgage of Immovable property of Associate Company and personally guaranteed by the Directors. The loan is repayable in 155 monthly installments commencing from January, 2020 and ending on January, 2033. Loan is fully repaid during the year and no Due Certificate received on 11.12.2023.

ICICI Bank Ltd:

Carries interest as on the reporting date at Nil (Previous Year 8.50% p.a.). The Term loan is secured by Equitable Mortgage of Immovable property of Directors and personally guaranteed by the Directors. The loan is repayable in 120 monthly installments commencing from December, 2021 and ending on November, 2031.

Rate of Interest ,Details of Term of Repayment of ECLGS (Emergency Credit Line Guarantee Scheme) Loans Aditya birla finance limited (Non-banking financial institution-NBFC)

Carries interest as on the reporting date at Nil (Previous Year 14 % p.a.).The ECLGS loan is secured by Equitable Mortgage of Immovable properties of Associate Company. The loan is repayable in 48 monthly installments (including 12 months principal moratorium period) commencing from October, 2020 and ending on September, 2024. Loan is fully repaid during the year and no Due Certificate received on 11.12.2023.

Kotak Bank

Carries interest as on the reporting date at Nil.(Previous Year 7.92% p.a.) The loan is repayable in 48 monthly installments (including 12 months principal moratorium period) commencing from August, 2020 and ending on July, 2024. Existing Securities of vehicle loans extended to this loan. Loan is fully repaid during the year and no Due Certificate received on 26.08.2023.

HDFCBank

Carries interest as on the reporting date at Nil (Previous Year 8.25% p.a.)The loan is repayable in 48 monthly installments (including 12 months principal moratorium period) commencing from July, 2020 and ending on June, 2024. Existing Securities of vehicle loans extended to this loan. Loan is fully repaid during the year and no Due Certificate received on 21.08.2023

41 Financial risk management

The Company''s activities expose it to business risk, interest rate risk, liquidity risk and credit risk. In order to minimise any adverse effects on the financial performance, the Company''s risk management is carried out by a corporate finance team under policies approved by the board of directors and top management. Company''s treasury identifies, evaluates and mitigates financial risks in close cooperation with the Company''s operating units. The board provides guidance for overall risk management, as well as policies covering specific areas.

(A) Credit Risk

Credit risk arises from the possibility that the counter party may not be able to settle their obligations as agreed. To manage this, the Company periodically assess financial reliability of customers, taking into account the financial condition, current economic trends, and analysis of historical bad debts and ageing of accounts receivable. Individual risk limits are set accordingly.

The Company considers the probability of default upon initial recognition of asset and whether there has been a significant increase in credit risk onan ongoing basis through out each reporting period. To assess whether there is a significant increase in credit risk the Company compares the risk of default occurring on asset as at the reporting date with the risk of default as at the date of initial recognition. It considers reasonable and supportive forwarding-looking information such as:

i) Actual or expected significant adverse changes in business,

ii) Actual or expected significant changes in the operating results of the counterparty,

iii) Financial or economic conditions that are expected to cause a significant change to the counterparty''s ability to meet its obligations,

iv) Significant changes in the value of the collateral supporting the obligation or in the quality of the third-party guarantees or credit enhancements.

Financial assets are written off when there is no reasonable expectations of recovery, such as a debtor failing to engage in a repayment plan with the Company. Where loans or receivables have been written off, the Company continues engage in enforcement activity to attempt to recover the receivable due. Where recoveries are made, these are recognized in profit or loss.

Credit risk is managed at segment as well as Company level. For banks and financial institutions, only high rated banks/institutions are accepted.

For other financial assets, the Company assesses and manages credit risk based on internal control and credit management system. Internal credit control and management is performed on a Company basis for each class of financial instruments with different characteristics.

The company considers whether there has been a significant increase in credit risk on an ongoing basis throughout each reporting period. It considers available reasonable and supportive forward-looking information. Macroeconomic information (such as regulatory changes, market interest rate or growth rates) are also considered as part of the internal credit management system. A default on a financial asset is when the counterparty fails to make payments as per contract. This definition of default is determined by considering the business environment in which entity operates and other macro-economic factors.

Financial assests are written off when there is no reasonable expectations of recovery, such as a debtor failing to engage in a repayment plan with the Company. Where loans or receivables have been written off, the Company continues to engage in enforcement activity to attempt to recover the receivable due. Where recoveries are made, these are recognized as income in the statement of profit and loss.

The Company measures the expected credit loss of trade receivables and loan from individual customers based on historical trend, industry practices and the business environment in which the entity operates.Loss rates are based on actual credit loss experience and past trends. Based on the historical data, loss on collection of receivable is not material hence no additional provision considered. ( Ageing of Account receivables - Refer Note 8)

(C) Market risk

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 includes investment, deposits, foreign currency receivables and payables. The Company''s treasury team manages the Market risk, which evaluates and exercises independent control over the entire process of market risk management.

(i) Foreign currency risk

Currency risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in foreign exchange rates. As on the balance-sheet date, the Company does not have foreign currency receivables or payables and is therefore not exposed to foreign exchange risk.

(ii) Interest rate risk

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Company exposure to the risk of changes in market interest rates relates primarily to the Company''s long-term debt obligations with floating interest rates.

For details of the Company''s current and non current loans and borrowings, including interest rate profiles, refer to Note 16 and 20 of these financial statements.

Interest rate sensitivity

The Group is expected the interest rate fluctuations over next 12 months. The following table demonstrates the sensitivity to a 1% increase or decrease in the interest rates with all other variables held constant. The sensitivity analysis is prepared as at the reporting date.

49 The Company has used the borrowings from banks and financial institutions for the specific purpose for which it was taken at the balance sheet date

50 The Company has not revalued its Property, Plant and Equipment .

51 The Company does not have any Benami property, where any proceeding has been initiated or pending against the Company.

52 The Company is not declared wilful defaulter by any bank or financial Institution or other lender.

53 The Company is not involve in any transactions with companies struck off under section 248 of the Companies Act, 2013 or section 560 of Companies Act, 1956

54 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 company (Ultimate Beneficiaries) or;

(b) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.

55 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.

56 The Company does not have any such transaction which has not been recorded in the books ofaccounts 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).

57 CSR Expenditure include expenditure related to Corporate Social Responsibility as per Section 135 of the Companies Act, 2013 read with Schedule VII thereof: Rs. Nil Lakh (Previous Year Rs. Nil Lakh).

Gross amount required to be spent as per aforesaid provision is Rs. Nil Lakh (Previous Year Rs. Nil Lakh)

58 The Company does not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory period except for Satisfaction ofcharge which is yet to be registered with Registrar of Companies (ROC) in respect of Mortgage loan of Rs.80.00 lakhs sanctioned byAditya Birla Finance Limited (ABFL). Charge of this loan is not satisfied with ROC as the Company has not received signed From CHG-4 from Aditya Birla Finance Limited (ABFL).

59 The Company has not traded or invested in any Crypto currency or Virtual Currency during the financial year.

60 There is no interest paid during the year and no principle and interest is outstanding to Micro, Small and Medium Enterprises as on Balance sheet date.

61 The accounts of certain trade receivables, trade payables, loans and advances given, various other payables and banks are, however, subject to formal confirmations or reconciliations and consequent adjustments, if any. However, there is no indication of dispute on these accounts, other than those mentioned in the financial statements. The management does not expect any material difference affecting the current year''s financial statements on such reconciliation/adjustments.

⁶² The Company (Artheon Finance Limited) was registered as Non-Banking Financial Institution (NBFC) under Reserve Bank of India Act, 1034 vide Registration No. 13.00998 dated 5^th September, 1998 as non-accepting deposit NBFC. The Company had never accepted any deposits from the public during its tenure of business of NBFC.

The Board of Directors in its meeting held on 5^th March, 2013 decided not to carry any activity which falls under the criteria of NBFC for which registration with Reserve Bank of India (RBI) is required. The Management decided to venture in tothe education sector and merged Vinay Jain''s Training Forum Pvt. Ltd. with itself(appointed date being 1st April, 2011). The Company vide letter dated 30.05.2013 had submitted to the Department of Non- Banking Supervision, Mumbai Regional Office, RBI an application for voluntary surrender of Certificate of Registration no. 13.00998 held as in the name of Artheon Finance Company. Subsequently, the company vide its letter dated 4^th February, 2019 has surrendered Original Certificate of Registration as NBFC to The Department of Non-Banking Supervision, RBI.

As the company is not falling under NBFC category, the Company has not furnished any statements to RBI for the same. The Company is regularly following up with RBI towards cancellation of the NBFC licence for which their confirmation / approval is still awaited.

63 In view of ongoing discussions with the flat owners of the Hostel property, accrued liability for rent was not accounted for the period of two months ended 31 st March, 2024,as the company is trying for waiver of the same.

64 Previous years'' figures have been re-grouped / re-arranged wherever necessary so as to make them comparable with those of the current year.

AS PER OUR ATTACHED REPORT OF EVEN DATE

FOR NIMESH MEHTA & ASSOCIATES FOR AND ON BEHALF OF THE BOARD

CHARTERED ACCOUNTANT Firm Registration No. 117425W

DR. VINAY JAIN DR. RAINA JAIN

DIRECTOR DIRECTOR

NIMESH MEHTA DIN No. 00235276 DIN No. 01142103

PARTNER

Membership No.102582 UDIN-24102582BKABXR1634

PLACE: MUMBAI SHRUTI SHARMA NANDU GITE

DATE: 18th June 2024 COMPANY SECRETARY CHIEF FINANCIAL OFFICER

Membership No.A52723

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Mar 31, 2023

(A) Terms, Rights and Preferences attached to Equity Shares

Each holder of Equity Shares is entitled to one vote per share. The Shareholders have right to receive interim dividends declared by the Board of Directors and Final dividend proposed by the Board of Directors and approved by the Shareholders.

In the event of liquidation of the Company, the Shareholders will be entitled in proportion to the number of Equity Shares held by them to receive remaining assets of the Company, after distribution of all preferential amounts. However, presently there are no such preferential amounts.

The Shareholders have all other rights as available to equity Shareholders as per the provisions of the Companies Act, 2013, read together with the Memorandum and Articles of Association of the Company, as applicable.

Nature and purpose of other equity and reserves :

General Reserve: General Reserves are created out of profits and kept aside for general purpose and financial strengthening of the Company, they don''t have any special purpose to fulfill and can be used for any purpose in future.

Aditya birla finance limited (Non-banking financial institution-NBFC)

Carries interest as on the reporting date at 14.30% p.a. (Previous Year12.50 % p.a.). The Term loan is secured by Equitable Mortgage of Immovable property of Associate Company and personally guaranteed by the Directors. The loan is repayable in 155 monthly installments commencing from January, 2020 and ending on January, 2033.

ICICI Bank Ltd:

Carries interest as on the reporting date at 8.50% (Previous Year 8.50%) p.a.. The Term loan is secured by Equitable Mortgage of Immovable property of Directors and personally guaranteed by the Directors. The loan is repayable in 120 monthly installments commencing from December, 2021 and ending on November, 2031.

Rate of Interest .Details of Term of Repayment of ECLGS (Emergency Credit Line Guarantee Scheme) Loans Aditya Birla Finance Limited (Non-banking financial institution-NBFC)

Carries interest as on the reporting date at 14 % p.a. (Previous Year 13 % p.a.)The ECLGS loan is secured by Equitable Mortgage of Immovable properties of Associate Company. The loan is repayable in 48 monthly installments (including 12 months principal moratorium period) commencing from October, 2020 and ending on September, 2024.

Kotak Bank

Carries interest as on the reporting date at 7.92% p.a.(Previous Year 7.92% p.a.) The loan is repayable in 48 monthly installments (including 12 months principal moratorium period) commencing from August, 2020 and ending on July, 2024. Existing Securities of vehicle loans extended to this loan.

HDFC Bank

Carries interest as on the reporting date at 8.25% p.a. (Previous Year 8.25% p.a.)The loan is repayable in 48 monthly installments (including 12 months principal moratorium period) commencing from July, 2020 and ending on June, 2024. Existing Securities of vehicle loans extended to this loan.

* (For details of Securities-Refer Note 16 herein above)

* *Rate of interest ranging from 12% to 15% and a loan of Rs. 10 crore from Non Banking Finance Company is secured against pledge of share of the company held by the Managing Director.

***(The Overdraft facility is secured by Equitable Mortgage of Immovable properties of Director.Rate of interest 8.5% p.a, Previous year 8.5% p.a.)

41 Financial risk management

The Company''s activities expose it to business risk, interest rate risk, liquidity risk and credit risk. In order to minimise any adverse effects on the financial performance, the Company''s risk management is carried out by a corporate finance team under policies approved by the board of directors and top management. Company''s treasury identifies, evaluates and mitigates financial risks in close cooperation with the Company''s operating units. The board provides guidance for overall risk management, as well as policies covering specific areas.

(A) Credit Risk

Credit risk arises from the possibility that the counter party may not be able to settle their obligations as agreed. To manage this, the Company periodically assess financial reliability of customers, taking into account the financial condition, current economic trends, and analysis of historical bad debts and ageing of accounts receivable. Individual risk limits are set accordingly.

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

i) Actual or expected significant adverse changes in business,

ii) Actual or expected significant changes in the operating results of the counterparty,

iii) Financial or economic conditions that are expected to cause a significant change to the counterparty''s ability to meet its obligations,

iv) Significant changes in the value of the collateral supporting the obligation or in the quality of the third-party guarantees or credit enhancements.

Financial assets are written off when there is no reasonable expectations of recovery, such as a debtor failing to engage in a repayment plan with the Company. Where loans or receivables have been written off, the Company continues engage in enforcement activity to attempt to recover the receivable due. Where recoveries are made, these are recognized in profit or loss.

Credit risk is managed at segment as well as Company level. For banks and financial institutions, only high rated banks/institutions are accepted.

For other financial assets, the Company assesses and manages credit risk based on internal control and credit management system. Internal credit control and management is performed on a Company basis for each class of financial instruments with different characteristics.

The company considers whether there has been a significant increase in credit risk on an ongoing basis throughout each reporting period. It considers available reasonable and supportive forward-looking information. Macroeconomic information (such as regulatory changes, market interest rate or growth rates) are also considered as part of the internal credit management system. A default on a financial asset is when the counterparty fails to make payments as per contract. This definition of default is determined by considering the business environment in which entity operates and other macro-economic factors.

Financial assests are written off when there is no reasonable expectations of recovery, such as a debtor failing to engage in a repayment plan with the Company. Where loans or receivables have been written off, the Company continues to engage in enforcement activity to attempt to recover the receivable due. Where recoveries are made, these are recognized as income in the statement of profit and loss.

The Company measuresthe expected credit loss of trade receivables and loan from individual customers based on historical trend, industry practices and the business environment in which the entity operates.Loss rates are based on actual credit loss experience and past trends. Based on the historical data, loss on collection of receivable is not material hence no additional provision considered. ( Ageing of Account receivables - Refer Note 8)

(B) Liquidity risk

Prudent liquidity risk management implies maintaining sufficient cash and marketable securities and the availability of funding to meet obligations when due. Due to the dynamic nature of the underlying businesses, Company''s treasury maintains flexibility in funding by maintaining sufficient cash and bank balances available to meet the working capital requirements. Management monitors rolling forecasts of the group''s liquidity position (comprising the unused cash and bank balances along with liquid investments) on the basis of expected cash flows. This is generally carried out at Company level in accordance with practice and limits set by the group. These limits vary to take into account the liquidity of the market in which the Company operates.

(i) Maturities of financial liabilities

The tables below analyse the group''s financial liabilities into relevant maturity groupings based on their contractual maturities for:

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

(C) Market risk

Market risk is the risk that 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 includes investment, deposits, foreign currency receivables and payables. The Company''s treasury team manages the Market risk, which evaluates and exercises independent control over the entire process of market risk management.

(i) Foreign currency risk

Currency risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in foreign exchange rates. As on the balance-sheet date, the Company does not have foreign currency receivables or payables and is therefore not exposed to foreign exchange risk.

(ii) Interest rate risk

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Company exposure to the risk of changes in market interest rates relates primarily to the Company''s long-term debt obligations with floating interest rates.

For details of the Company''s current and non current loans and borrowings, including interest rate profiles, refer to Note 16 and 20 of these financial statements.

Interest rate sensitivity

The Group is expected the interest rate fluctuations over next 12 months. The following table demonstrates the sensitivity to a 1% increase or decrease in the interest rates with all other variables held constant. The sensitivity analysis is prepared as at the reporting date.

B While disclosing the aggregate amount of transaction price yet to be recognised as revenue towards unsatisfied or partially satisfied performance obligations, along with the broad time band for the expected time to recognise those revenues, the Company has applied the practical expedient in Ind AS 115. Accordingly, the Company has not disclosed the aggregate transaction price allocated to unsatisfied or partially satisfied performance obligations which pertain to contracts where revenue recognised corresponds to the value transferred to customer typically involving time based and event based contracts.

The aggregate value of transaction price allocated to unsatisfied or partially satisfied performance obligations is Rs.1249.64 lakhs ( Previous Year RS.1239.62) which is expected to be recognised as revenue in the next year.

44 Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision maker.

The Company''s Directors are identified as the Chief Operating Decision Maker (CODM) as defined by Ind AS 108, Operating Segments. The CODM evaluates the Company''s performance and allocates resources based on an analysis of various performance indicators, however the Company is primarily engaged in only one segment viz.,''Educational Services'' and that all operations are in India. Hence, the Company does not have any reportable Segments as per Indian Accounting Standard 108 “Operating Segments”.

45 ( a) Legal Disputes with Cerestra Infrastructure Trust (Registered AIF with SEBI) related to Mumbai and Udaipur School properties are under settlement process. Settlement agreement was executed on 21st November, 2022 between the parties to resolve the issues therefrom within 200 days period. The Company has made detailed assessment of its impact on interest free loans given of Rs.7785.02 Lakhs, (Including Rs.7302.77 Lakhs given after Commencement of legal dispute) guarantee given of Rs.13417 Lakhs, investment made of Rs.482 Lakhs and advance against purchase of shares of Rs.1005.44 Lakhs and based on the advice given by external legal counsel, no provision/adjustment has been considered necessary by the management with respect to the above matters in these standalone financial Statements , considering the uncertainty in the matter as legal cases are yet to be withdrawal by the parties.

(b) Payments of Rs.4,93,92,000 have been made on 29th November, 2022 and Rs.5,11,52,490 on 30th November, 2022 to Cerestra Infrastructure Trust as advance against purchase of 60% and 53.97% shares of VJTF Infraschool Services (Udaipur) Pvt. Ltd. (hereinafter called as VJTF Udaipur) and VJTF Infraschool services (Mumbai) Pvt. Ltd. (hereinafter called as VJTF Mumbai), respectively. Payment of Rs.10,290,000 ,Rs.1,02,90,000,Rs.57,62,400, Rs.57,62,400 and Rs.8,23,200 to Dr.Vinay Jain , Dr.Raina Jain , Dharamchand Shah ,Bimladevi Shah ,and Preeti Sogani , respectively against purchase of shares of VJTF Infraschool Services (Udaipur) Pvt. Ltd.

(c) The Board of the holding compnay, in their meeting held on 16th January, 2023, has approved the purchase of 100% shareholding in VJTF Udaipur and balance 53.97% shareholding in VJTF Mumbai.

46 The Board of the holding compnay, in their meeting held on 14th April, 2023, has approved the purchase of more than 51% shareholding of Happymongo Learning Solutions Private Limited at Rs 7.91 Crores.

⁴⁷ Recent Accounting Pronouncements

Ministry of Corporate Affairs (“MCA”) notifies new standard or amendments to the existing standards under Companies (Indian Accounting Standards) Rules as issued from time to time. On 31st March, 2023, MCA amended the Companies (Indian Accounting Standards) Rules, 2015 by issuing the Companies (Indian Accounting Standards) Amendment Rules, 2023, applicable from 1st April, 2023, as below:

Ind AS 1 - Presentation of Financial Statements

The amendments require companies to disclose their material accounting policies rather than their significant accounting policies.Accounting policy information, together with other information, is material when it can reasonably be expected to influence decisions of primary users of general purpose financial statements. The Group does not expect this amendment to have any significant impact in its financial statements.

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

The amendments will help entities to distinguish between accounting policies and accounting estimates. The definition of a change in accounting estimates has been replaced with a definition of accounting estimates. Under the new definition, accounting estimates are “monetary amounts in financial statementsthat are subject to measurement uncertainty”. Entities develop accounting estimates if accounting policies require items in financial statements to be measured in a way that involves measurement uncertainty. The Group does not expect this amendment to have any significant impact in its financial statements.

Ind AS 12 - Income Taxes

The amendments clarify how companies account for deferred tax on transactions such as leases and decommissioning obligations. The amendments narrowed the scope of the recognition exemption in paragraphs 15 and 24 of Ind AS 12 (recognition exemption) so that it no longer applies to transactions that, on initial recognition, give rise to equal taxable and deductible temporary differences. The Group does not expectthis amendment to have any significant impact in its financial statements.

49 The Company has used the borrowings from banks and financial institutions for the specific purpose for which it was taken at the balance sheet date

50 The Company has not revalued its Property, Plant and Equipment .

51 The Company does not have any Benami property, where any proceeding has been initiated or pending against the Company.

52 The Company is not declared wilful defaulter by any bank or financial Institution or other lender.

53 The Company is not involve in any transactions with companies struck off under section 248 of the Companies Act, 2013 or section 560 of Companies Act, 1956

54 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 company (Ultimate Beneficiaries) or;

(b) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.

55 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.

56 The Company does not have any such transaction which has not been 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).

57 CSR Expenditure include expenditure related to Corporate Social Responsibility as per Section 135 of the Companies Act, 2013 read with Schedule VII thereof: Rs. Nil Lakh (Previous Year Rs. Nil Lakh).

Gross amount required to be spent as per aforesaid provision is Rs. Nil Lakh (Previous Year Rs. Nil Lakh)

58 The Company does not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory period except for Satisfaction of charge which is yet to be registered with Registrar of Companies (ROC) in respect of bus loan of Rs.78.99 lakhs sanctioned by Kotak Bank Limited. Charge of this loan is not satisfied with ROC as the Company has not received No Objection Certificate from kotak Bank Limited.

59 The Company has not traded or invested in any Crypto currency or Virtual Currency during the financial year.

60 There is no interest paid during the year and no principle and interest is outstanding to Micro, Small and Medium Enterprises as on Balance sheet date.

61 The accounts of certain trade receivables, trade payables, loans and advances and banks are, however, subject to formal confirmations or reconciliations and consequent adjustments, if any. However, there is no indication of dispute on these accounts, other than those mentioned in the financial statements. The management does not expect any material difference affecting the current year''s financial statements on such reconciliation/adjustments.

⁶² The Company (Artheon Finance Limited) was registered as Non-Banking Financial Institution (NBFC) under Reserve Bank of India Act, 1034 vide Registration No. 13.00998 dated 5^th September, 1998 as nonaccepting deposit NBFC. The Company had never accepted any deposits from the public during its tenure of business of NBFC.

The Board of Directors in its meeting held on 5^th March, 2013 decided not to carry any activity which falls under the criteria of NBFC for which registration with RBI is required. The Management decided to venture in to the education sector and merged Vinay Jain''s Training Forum Pvt. Ltd. with itself (appointed date being 1st April, 2011). The Company vide letter dated 30.05.2013 had submitted to the Department of NonBanking Supervision, Mumbai Regional Office, Reserve Bank of India an application for voluntary surrender of Certificate of Registration no. 13.00998 held as in the name of Artheon Finance Company. Subsequently, the company vide its letter dated 4^th February, 2019 has surrendered Original Certificate of Registration as NBFC to The Department of Non-Banking Supervision, Reserve Bank of India.

As the company is not falling under NBFC category, the Company has not furnished any statements with RBI for the same. The Company is regularly following up with RBI towards cancellation of the NBFC licence for which their confirmation / approval is still awaited.

63 Previous years'' figures have been re-grouped / re-arranged wherever necessary so as to make them comparable with those of the current year.

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Mar 31, 2018

1 (A). CORPORATE INFORMATION:

VJTF Eduservices Limited (the Company) was incorporated on 03^rd September, 1984 having registered office at Mumbai.The Company has established itself as an emerging player in the Education Services Segment. The Company provides services to Operational Education Projects. The Company also provides required auxiliary / support services to other companies in the Education Sector and future prospects of the Company looks promising.

(B) Terms, Rights and Preferences attached to Equity Shares

Each holder of Equity Shares is entitled to one vote per share. The Shareholders have right to receive interim dividends declared by the Board of Directors and Final dividend proposed by the Board of Directors and approved by the Shareholders.

In the event of liquidation of the Company, the Shareholders will be entitled in proportion to the number of Equity Shares held by them to receive remaining assets of the Company, after distribution of all preferential amounts. However, presently there are no such preferential amounts.

The Shareholders have all other rights as available to equity Shareholders as per the provisions of the Companies Act, 2013, read together with the Memorandum and Articles of Association of the Company, as applicable.

Greater Bank

Carries interest at 15.50%p.a.(Previous year 15.50% p.a.). The Term loan is secured by Equitable Mortgage of Immovable properties of Company, Directors and personally guaranteed by the Directors and certain their Relatives.

Small Business Financial Credit (Non - banking Financial Institution - NBFC)

Carries interest at 15.50%p.a.(Previous year 15.50% p.a.). The Term loan is secured by Equitable Mortgage of Immovable properties of Associates Company and personally guaranteed by the Directors. The loan is repayable in 120 monthly installments ending on September, 2024.

Gratuity (Post-employment obligations)

The Company provides for gratuity as per the Payment of Gratuity Act, 1972. Employees who are in continuous service for a period of 5 years are eligible for gratuity. The Company does not fund the liability and maintains a target level of funding to be maintained over a period of time based on estimations of expected gratuity payments. Liabilities with regard to the Gratuity Plan are determined by actuarial valuation on the reporting date using Projected Unit Credit method.

2 Related Party Disclosures as per Ind As 24

A. List of Related Parties (As identified by the management)

a. Enterprise where Control Exist

I. Subsidiaries

VJTF Buildcon Private Limited

Rishi Reality Leasing Services Private Limited (Upto 23rd March, 2017)

II. Associate

VJTF Infrastructure Private Limited (From 18th March,2016)

III. Others (Enterprises where significant influence exercised by Key Managerial Personnel)

Pratiksha Foundation Charitable Trust

Rishi Reality Leasing Services Private Limited (from 24th March,2017)

Witty Global Education Trust VJTF Construction Private Limited Witty Education Private Limited Witty Enterprises Private Limited

IV. Key Managerial Personnel

Dr. Vinay Jain, Director Dr. Raina Jain, Director Mr. Dharamchand Shah, Relative Smt. Bimladevi Shah, Relative Dharamchand Shah (HUF)

Vinay Jain (HUF)

3 Disclosure as required under Section 186 (4) of the Companies Act, 2013:

Refer note 3 and 34 above with respect to Loans, Guarantees and Securities given as well as investments made — for business purpose.

4 Pursuant to memorandum of understanding dated 14th December, 2013 between the Company as franchisor and M/s Fashion Suitings Pvt. Ltd. as franchisee with respect to Education Project at Bhilwara, a deposit of Rs. 1 Crore was given adjustable in 5 equal annual installments against the franchisee share in revenue after one year from the date of commencement of school operations.

There is a proposal for outright purchase of Immovable property of the above project; where by a further sum of Rs. 4 Crore (as deposit) was advanced during the previous year.

The documentation in the matter are yet to be executed and therefore, no capital commitment as on the reporting date is quantifiable and therefore, not disclosed.

5 Fair value measurements and accoutning classification

The following tables shows the carrying amount of all financial assets and liabilities. In all cases of financial assets and liabilities, carrying amount (amortised cost) is a reasonable estimate of fair value, therefore, defining levels of fair value hiearchy is not applicable

6 Financial risk management

The Company’s activities expose it to business risk, interest rate risk, liquidity risk and credit risk. In order to minimise any adverse effects on the financial performance, the Company’s risk management is carried out by a corporate finance team under policies approved by the board of directors and top management. Company’s treasury identifies, evaluates and mitigates financial risks in close cooperation with the Company’s operating units. The board provides guidance for overall risk management, as well as policies covering specific areas.

(A) Credit Risk

Credit risk arises from the possibility that the counter party may not be able to settle their obligations as agreed. To manage this, the Company periodically assess financial reliability of customers, taking into account the financial condition, current economic trends, and analysis of historical bad debts and ageing of accounts receivable. Individual risk limits are set accordingly.

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

i) Actual or expected significant adverse changes in business,

ii) Actual or expected significant changes in the operating results of the counterparty,

iii) Financial or economic conditions that are expected to cause a significant change to the counterparty’s ability to meet its obligations,

iv) Significant changes in the value of the collateral supporting the obligation or in the quality of the third-party guarantees or credit enhancements.

Financial assets are written off when there is no reasonable expectations of recovery, such as a debtor failing to engage in a repayment plan with the Company. Where loans or receivables have been written off, the Company continues engage in enforcement activity to attempt to recover the receivable due. Where recoveries are made, these are recognized in profit or loss.

Credit risk is managed at segment as well as Company level. For banks and financial institutions, only high rated banks/institutions are accepted.

For other financial assets, the Company assesses and manages credit risk based on internal control and credit management system. Internal credit control and management is performed on a Company basis for each class of financial instruments with different characteristics.

The company considers whether there has been a significant increase in credit risk on an ongoing basis throughout each reporting period. It considers available reasonable and supportive forward-looking information. Macroeconomic information (such as regulatory changes, market interest rate or growth rates) are also considered as part of the internal credit management system. A default on a financial asset is when the counterparty fails to make payments as per contract. This definition of default is determined by considering the business environment in which entity operates and other macro-economic factors.

Financial assests are written off when there is no reasonable expectations of recovery, such as a debtor failing to engage in a repayment plan with the Company. Where loans or receivables have been written off, the Company continues to engage in enforcement activity to attempt to recover the receivable due. Where recoveries are made, these are recognized as income in the statement of profit and loss.

The Company measures the expected credit loss of trade receivables and loan from individual customers based on historical trend, industry practices and the business environment in which the entity operates.Loss rates are based on actual credit loss experience and past trends. Based on the historical data, loss on collection of receivable is not material hence no additional provision considered.

(B) Liquidity risk

Prudent liquidity risk management implies maintaining sufficient cash and marketable securities and the availability of funding to meet obligations when due. Due to the dynamic nature of the underlying businesses, Company’s treasury maintains flexibility in funding by maintaining sufficient cash and bank balances available to meet the working capital requirements. Management monitors rolling forecasts of the group’s liquidity position (comprising the unused cash and bank balances along with liquid investments) on the basis of expected cash flows. This is generally carried out at Company level in accordance with practice and limits set by the group. These limits vary to take into account the liquidity of the market in which the Company operates.

(C) Market risk

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 includes investment, deposits, foreign currency receivables and payables. The Company’s treasury team manages the Market risk, which evaluates and exercises independent control over the entire process of market risk management.

(i) Foreign currency risk

Currency risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in foreign exchange rates. As on the balance-sheet date, the Company does not have foreign currency receivables or payables and is therefore not exposed to foreign exchange risk.

(ii) Interest rate risk

Interest rate risk is the risk that the fair value of future cash flows of the financial instruments will fluctuate because of changes in market interest rates. According to the Company, interest rate risk exposure is only for floating rate borrowings. The Company is not significantly exposed to the interest rate risk, since the borrowings of the Company are on Fixed interest rate basis.

7 Capital management

(a) Risk management

The Company’s objectives when managing capital are to :

1. safeguard their ability to continue as a going concern, so that they can continue to provide returns for shareholders and benefits for other stakeholders, and

2. Maintain an optimal capital structure to reduce the cost of capital.

In order to maintain or adjust the capital structure, the Company may adjust the amount of dividends paid to shareholders, return capital to shareholders, issue new shares, reduce debt or sell assets.

8 First-time adoption of IND AS Transition to IND AS

These are the Company’s first consolidated financial statements prepared in accordance with IND AS.

The accounting policies set out in note 1 have been applied in preparing the financial statements for the year ended 31st March, 2018, the comparative information presented in these financial statements for the year ended 31st March, 2017 and in the preparation of an opening IND AS balance sheet at 1st April, 2016 (the Company’s date of transition). In preparing its opening IND AS balance sheet, the Company has adjusted the amounts reported previously in financial statements prepared in accordance with the accounting standards notified under Companies (Accounting Standards) Rules, 2006 (as amended) and other relevant provisions of the Company’s Act 2013 (previous GAAP or Indian GAAP). An explanation of how the transition from previous GAAP to IND AS has affected the Company’s financial position, financial performance set out in the following tables and notes.

Exemptions and exceptions availed

Following are the applicable IND AS 101 optional and mandatory exceptions applied in the transition from previous GAAP to IND AS.

A. Deemed Cost (Optional Exemption)

IND AS 101 permits a first-time adopter to elect to continue with the carrying value for all of its property, plant and equipment as recognised in the financial statements as at the date of transition to IND AS, measured as per the previous GAAP and use that as its deemed cost as at the date of transition after making necessary adjustments for de-commissioning liabilities. This exemption can also be used for intangible assets covered by IND AS 38 Intangible Assets and investment property covered by IND AS 40 Investment Properties.

Accordingly, the Company has elected to measure all of its property, plant and equipment, intangible assets and investment property at their previous GAAP carrying value.

B. Investments in Subsidiaries, Joint Ventures and Associates (Optional Exemption)

IND AS 101 provides an exemption that a first-time adopter which account for its investments in subsidiaries, joint ventures and associates in accordance with IND AS 27, ‘Separate Financial Statements’ shall measure those investments at one of the following amounts in its separate opening IND AS Balance Sheet:

(a) cost determined in accordance with IND AS 27: or

(b) deemed cost. The deemed cost of such an investment shall be its:

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

(ii) previous GAAP carrying amount at that date.

Accordingly, the company has elected to apply this exemption and investment( i.e. in Equity Instruments) in subsidiaries, joint ventures and associates are carried at its previous GAAP carrying amount.

C. Estimates (Mandatory Exceptions)

An entity estimates in accordance with IND ASs at the date of transition to IND AS shall be consistent with estimates made for the same date in accordance with previous GAAP (after adjustments to reflect any difference in accounting policies), unless there is objective evidence that those estimates were in error. IND AS estimates as at 1st April, 2016 are consistent with the estimates as at the same date made in conformity with previous GAAP.

Reconciliations between previous GAAP and IND AS

IND AS 101 requires an entity to reconcile equity, total comprehensive income for prior periods. The following tables represent the reconciliations from previous GAAP to IND AS.

Notes to first-time adoption:

(a) Borrowings

Under previous GAAP, transaction costs were charged to profit or loss as and when incurred. IND AS 109 these transaction costs incurred towards origination of borrowings to be deducted from the carrying amount of borrowings on initial recognition. These costs are recognised in the profit or loss over the tenure of the borrowing as part of the interest expense by applying the effective interest rate method.

(b) Security deposits

Under the previous GAAP, interest free lease security deposits (that are refundable in cash on completion of the lease term) are recorded at their transaction value. Under IND AS, all financial assets are required to be recognised at fair value. Accordingly, the group has fair valued these security deposits under IND AS. Difference between the fair value and transaction value of the security deposit has been recognised as prepaid rent.

(c) Reversal of amortisation of “Goodwill on Amalgamation”

Under the previous GAAP, goodwill reccognised on amalgation used to be amortised over a reasonable time frame, however, under IND AS 103, goodwill on amortised can not be amortised, it can only be tested for impairment. Hence, previously recognised amortisation expenses has now been reversed.

(d) Deferred Tax

Previous GAAP requires deferred tax accounting using the income statement approach, which focuses on differences between taxable profits and accounting profits for the period. IND AS 12 requires entities to account for deferred taxes using the balance sheet approach, which focuses on temporary differences between the carrying amount of an asset or liability in the balance sheet and its tax base. The application of IND AS 12 approach has resulted in recognition of deferred tax on new temporary differences which was not required under Previous GAAP.

(e) Other Comprehensive Income (OCI)

Under IND AS, all items of income and expense recognised in a period should be included in profit or loss for the period, unless a standard requires or permits otherwise. Items of income and expense that are not recognised in profit or loss but are shown in the statement of profit and loss as ‘Other comprehensive income’ includes remeasurements of defined benefit plans and fair value gains or (losses) on FVOCI equity instruments. The concept of other comprehensive income did not exist under previous GAAP.

(f) Reconciliation of Cash Flow Statement

The IND AS adjustments are either non cash adjustments or are regrouping among the cash flows from operating, investing and financing activities. Consequently, IND AS adoption has no impact on the net cash flow for the year ended 31st March, 2017 as compared with the previous GAAP.

9 Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision maker.

The Company’s Directors are identified as the Chief Operating Decision Maker (CODM) as defined by Ind AS 108, Operating Segments. The CODM evaluates the Company’s performance and allocates resources based on an analysis of various performance indicators, however the Company is primarily engaged in only one segment viz., ‘Renting/leasing of building and related services’ and that all operations are in India. Hence the Company does not have any reportable Segments as per Indian Accounting Standard 108 “Operating Segments”.

10 Recent Accounting Pronouncements - Standards issued but not yet effective

In March 2018, the Ministry of Corporate Affairs issued the Companies (Indian Accounting Standards) (Amendments) Rules, 2018, notifying Ind AS 115 -’Revenue from Contracts with Customers’ and consequential amendments to various Ind AS standards. This standard is effective from accounting periods beginning from 1st April, 2018. Ind AS 115 establishes a single comprehensive model for accounting of revenue arising from contracts with customers. Ind AS 115 will supersede the current revenue recognition guidance under Ind AS 11 Construction Contracts and Ind AS 18 Revenue. The Company is currently assessing the impact of application of Ind AS 115, however, it will not have any material impact on the financial statements of the Company.

11 There is no interest paid during the year and no principle and interest is outstanding to Micro, Small and Medium Enterprises as on Balance sheet date.

12 The accounts of certain trade receivables, trade payables, loans and advances and banks are, however, subject to formal confirmations or reconciliations and consequent adjustments, if any. However, there is no indication of dispute on these accounts, other than those mentioned in the financial statements. The management does not expect any material difference affecting the current year’s financial statements on such reconciliation/adjustments.

13 The Business of pre-school in the name of Witty kids school, Udaipur was transferred from Rishi reality leasing services private limited through business transfer agreement dated 31st March, 2017 on slump sale basis as a going concern for a consideration of Rs. 14,77,765 with effect from 1st April, 2017. The details of assets and liabilities transferred are summarized as under :

14 Previous years’ figures have been re-grouped / re-arranged wherever necessary so as to make them comparable with those of the current year.

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Mar 31, 2016

NOTE 22: NOTES TO ACCOUNTS

1. Contingent Liabilities not provided for in respect of:

a. Disputed Income Tax matters: Rs. 74,66,023 (Previous year : Rs. 8,34,014)

2. In the opinion of the Board, assets other than fixed assets and non-current investments have a value on realization in the ordinary course of business, at least equal to the amount at which they are stated.

3. Balances in Trade Receivables, Trade Payables and Advances and Deposits given are subject to confirmation.

4. There are no dues payable to Micro, Small and Medium Enterprises as at the Balance sheet date.

5. Related Party Disclosures:

The information as required by Accounting Standard 18 relating to ‘Related Party Disclosures’ is given below:

i. List of Related Parties:

(As identified by the Management)

A. Enterprises where control exists:

1. Subsidiaries:

- VJTF Buildcon Private Limited

- Rishi Reality Leasing Services Private Limited

- VJTF Infrastructure Private Limited (Upto 17^th March 2016)

2. Associate:

- VJTF Infrastructure Private Limited (From 18^th March 2016)

3. Others (Enterprises where significant influence exercised):

- VJTF Construction Private Limited

B. Key Management Personnel and their Relatives:

- Dr. Vinay Jain, Director

- Dr. Raina Jain, Director

- Mr. Dharamchand Shah, Relative

- Smt. Bimladevi Shah, Relative

- Dharamchand Shah (HUF)

- Vinay Jain (HUF)

ii. Transactions during the year (at arm’s length) and balances outstanding as at the year end with related parties are as follows :

iii. Loans and advances include:

Disclosure as per requirement of regulation 34(3) and 53(f) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015:

6. Disclosure as required under Section 186 (4) of the Companies Act, 2013:

Refer clause 1(b) and 5 above with respect to Loans, Guarantees and Securities given as well as investments made — for business purpose.

7. Defined Benefit Plan:

The following tables summaries the components of net benefit:

Note: The estimates of rate of escalation in salary considered in actuarial valuation have taken into account the inflation, seniority, promotion and other relevant factors including supply and demand in the employment market. The above information is certified by the actuary.

8. LEASE:

Disclosures in accordance with Accounting Standard 19- Leases are given below:

The Company has taken commercial premises under cancellable Operating Lease. The Lease

Agreement is usually renewable by mutual consent on mutually agreeable terms.

Expenses in respect of Operating Leases are disclosed under Note 21.

10. As the Company has only one segment, "Segment Reporting” in terms of Accounting Standard 17 is not applicable.

12. DEFERRED TAX:

In accordance with Accounting Standard 22 “Accounting for Taxes on Income”, the company has accounted for deferred tax in the books. Deferred tax Assets/ (Liabilities) comprises timing difference on account of:

13. a. Figures in brackets are related to the previous year.

b. Previous years'' figures have been re-grouped / re-arranged wherever necessary so as to make them comparable with those of the current year.

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Mar 31, 2015

1. Contingent Liabilities not provided for in respect of:

a. Disputed Income Tax matters: Rs. 834,014 (Previous period: Rs. 834i014).

b. Corporate Guarantees/ Securities given as under:

2. In tbe opinion of tbe Board, assets otber tban fixed assets and non-current investments bave a value on realization in tbe ordinary course of business, at least equal to tbe amount at wbicb tbey are stated.

3. Balances in Trade Receivables, Trade Payables and Advances and Deposits given are subject to confirmation.

4. Tbere are no dues payable to Micro, Small and Medium Enterprises as at tbe Balance sbeet date.

5. Related Party Disclosures:

Tbe information as required by Accounting Standard 18 relating to 'Related Party Disclosures' is given below:

i. List of Related Parties:

(As identified by tbe Management)

A. Enterprises wbere control exists:

1. Subsidiaries:

- VJTF Buildcon Private Limited

- VJTF Infrastructure Private Limited

- Risbi Reality Leasing Services Private Limited

2. Others (Enterprises where the Company or its Directors/ Shareholder are exercising significant influence):

- VJTF Construction Private Limited

B. Key Management Personnel and their Relatives:

1. Dr. Vinay Jain, Director

2. Dr. Raina Jain, Director

3. Mr. Dharamchand Shah, Relative

4. Smt. Bimladevi Shah, Relative

5. Dharamchand Shah (HUF)

6. Vinay Jain (HUF)

ii. Transactions during the year (at arm's length) and balances outstanding as at the period end with related parties are as follows :

6. Disclosure as required under Section 186 (4) of the Companies Act, 2013:

i. There are no Investments made and Loans given except in/to Related Parties for which refer Note 13.

ii. The purpose of Investments made and loans given – Business purposes and Deployment of surplus fund of the Company.

7. Gratuity:

The following tables summaries the components of net benefit:

8. Pursuant to enactment of the Companies Act, 2013 and its applicability for accounting period commencing from 1st April, 2014, the estimated useful lives of fixed assets have been reviewed and revised generally to align with the provisions of Schedule II to the Act. Consequently:

i. The Company has fully depreciated the carrying value of assets, net of residual value, where the remaining useful life of the asset was determined to be nil as on April 1, 2014, and has added an amount of Rs. 1,328,928 (Net of Deferred Tax Credit of Rs. 638,251) to the opening Deficit in the Statement of Profit and Loss under Reserves and Surplus.

ii. As a result, the net depreciation charge for the year is lower by Rs. 1,709,000

9. LEASE:

Disclosures in accordance with Accounting Standard 19- Leases as specified under Section 133 of the Companies Act, 2013 read with Rule 7 of the Companies (Accounts) Rules, 2014 are given below:

The Company has taken commercial premises under cancellable Operating Lease. The Lease Agreement is usually renewable by mutual consent on mutually agreeable terms.

Expenses in respect of Operating Leases are disclosed under Note 23.

10. As the Company has only one segment, "Segment Reporting" in terms of Accounting Standard 17 as specified under Section 133 of the Companies Act, 2013 read with Rule 7 of the Companies (Accounts) Rules, 2014 is not applicable.

11. Basic and Diluted Earnings Per Share (EPS) for the Eighteen months period ended on 31st March, 2015:

12. DEFERRED TAX:

In accordance with Accounting Standard 22 "Accounting for Taxes on Income" notified under Companies (Accounting Standards) Rules, 2006, the company has accounted for deferred tax in the books. Deferred tax Assets/ (Liabilities) at the period end comprises timing difference on account of:

13. a. Figures in brackets are related to the previous period.

b. The previous period consisted of eighteen months as compared to twelve months in current year and therefore, the current years' figures are not comparable with those of the previous period.

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Mar 31, 2014

1.(a) Terms, Rights and Preferences attached to Equity shares:

Each holder of equity shares is entitled to one vote per share. The shareholders have the right to receive interim dividends declared by the Board of Directors and Final dividend proposed by the Board of Directors and approved by the shareholders In the event of liquidation of the Company , the shareholders will be entitled in proportion to the number of equity shares held by them to receive remaining assets of the Company, after distribution of all preferential amounts. However, presently there are no such preferential amounts.

The shareholders have all other rights as available to equity shareholders as per the provisions of the Companies Act,1956, read together with the memorandum and Articles of Association of the Company, as applicable.

Term of Repayment of Term Loans I From Greater Bank

(a) During the month of July,2011, the Company changed the terms of the loan of Greater Bank; previously held as Flexi Overdraft now converted to Mortgage Loan.

(b) Term Loan Rs. 8.00 Crores in August, 2011 and Rs. 6.00 Crores in March, 2013 taken from Greater Bank and carries interest at 15.50%p.a. The Term loan is secured by Equitable Mortgage of Immovable properties of Company, Directors and a subsidiary and personally guaranteed by the Directors and certain Relatives and also guaranted by a subsidiary. The loan is repayable in 120 monthly installments commencing from 10th September, 2011 and ending on September, 2023.

* The overdraft was taken from Greater Bank carries an interest of 12.25% p.a. The overdraft is secured by margin money deposit.

NOTE:

* Net of provision for diminution written back Rs. 1,52,61,954 (previous year Rs. Nil)

NOTE 2:

a.Contingent Liabilities not provided for in respect of:

i.Disputed Income Tax matters: Rs.8,34,014, (Previous period: Rs.8,34,014).

ii.Corporate guarantees/ securities given as under:

(Figures in Rs.) Sr. As at 30th As at 31st No. Entity/Persons March 2014 September, 2012

1 VJTF Infrastructure Private Limited 25,00,00,000 25,00,00,000

2 Mr.Dharamchand Shah, Mrs. Bimla Devi Shah, Dr. 3,00,00,000 3,00,00,000

Mrs. Raina Jain and Dr. Vinay Jain_

3 Dr. Mrs. Raina Jain and Dr. Vinay Jain 4,00,00,000 4,00,00,000

4 Dr. Mrs. Raina Jain 60,00,000 - Total 32,60,00,000 32,00,00,000

b. In the opinion of the management, assets other than fixed assets and non-current investments have a value on realization in the ordinary course of business, at least equal to the amount at which they are stated.

c. Balances in Trade Receivables, Trade Payables and Advances and Deposits given are subject to confirmation.

d. There are no dues payable to Micro, Small and Medium Enterprises as at the Balance sheet date.

NOTE: No amounts pertaining to related parties have been written off / back or provided for.

Note: The estimates of rate of escalation in salary considered in actuarial valuation have taken into account the inflation, seniority, promotion and other relevant factors including supply and demand in the employment market. The above information is certified by the actuary.

e. LEASE:

Disclosures in accordance with Accounting Standard 19- Leases prescribed by Companies (Accounting Standards) Rules, 2006 are given below:

The Company has taken / given commercial premises under cancellable Operating Lease. The Lease Agreement is usually renewable by mutual consent on mutually agreeable terms.

The rental income and expenses in respect of Operating Leases are disclosed under Note 19 and i. As the Company has only one segment, "Segment Reporting" in terms of Accounting Standard 17 as notified under the Companies (Accounting Standard) Rules, 2006, is not applicable.

3. a. Figures in brackets are related to the previous period.

b. Effect of amalgamation was given in the previous period and therefore, the previous period figures, as such, are not comparable with the current period. Previous period figures have been regrouped / rearranged wherever considered necessary so as to make them comparable with those of the current year.

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Sep 30, 2012

1. Contingent liability not provided for in respect of:

a) Disputed Income Tax matters: -8,34,014, (Previous year: NIL).

2. In the opinion of the management, assets other than fixed assets and non-current investments have a value on realization in the ordinary course of business, at least equal to the amount at which they are stated.

3. Balances in Trade Receivables, Trade Payables, Advances and Deposits given and unsecured loans taken are subject to confirmation.

4. There are no dues payable to Micro, Small and Medium Enterprises as at the Balauce sheet Date.

5. Amalgamation of Vinay Jain''s Training Forum Private Limited. (VJTF) (Transferor) with the Company:

a. Pursuant to the scheme of amalgamation (''scheme'') under section 391 to 394 of Companies Act, 1956 sanctioned by the Honorable High Court of Bombay vide Order dated 20th December, 2012 and filed with Registrar of Companies, Mumbai on 6th February, 2013 (the effective date), VJTF whose core activity was providing for educational services, was amalgamated with the Company, with effect from the appointed date i.e. 1st April, 2011.

Upon the scheme becoming effective, all the assets and liabilities, contractual obligations etc. of the VJTF have been transferred and stand vested with the Company from the effective date and from the said date, VJTF has carried on all its business and activities for the benefit of and in trust for the Company. Accordingly, all the income and expenses accruing to VJTF Pvt. Ltd. have been treated as that of the Company.

The Amalgamation has been accounted for under the "pooling of interest" method as prescribed by the Accounting Standard AS-14, "Accounting for Amalgamations" notified under the Companies (Accounting Standards) Rules, 2006. Accordingly, the assets and liabilities and reserves of the erstwhile VJTF Pvt. Ltd. as on appointed date have been taken over at their book values, summarized as under:

b) Purchase Consideration:

I. Four Equity Shares of Re. 10/- each credited as fully paid up for every One Equity Shares of Rs.10/- each fully paid up held in VJTF aggregating to Rs. 12,20,00.000.

II. One Equity Shares of Re. 10/- each credited as fully paid up for every One Preference Shares of Rs.10/- each fully paid up held in VJTF issued after appointed date though covered by the ''scheme'' aggregating to Rs.4,00,00,000.

III. Pending issue of Equity shares as stated above, the consideration is reflected as ''Shares Suspense Account'' in the Financial Statements.

c) From the Effective date:

i) The Authorised Share Capital of the Transferor Company shall stand transferred to and combined with the Authorised Share Capital of the Transferee Company without any- further act or deed.

ii) The name of the Transferee Company shall stand altered and changed from "Artheon Finance Limited" to "VJTF Eduservices Limited" without any further procedure and other applicable provisions of the Companies Act, 1956.

iii) The registered office of the Transferee Company shall stand altered and changed from "201, Sumer Kendra, Pandurang Budhkar Marg, Worli, Mumhai - 400018, Maharashtra, India" to "1st Floor, Neelkanth Apartments, Rainchandra Lane, Malad (West) - 400084, Maharashtra, India" without any further procedure and other applicable provisions of the Companies Act, 1956.

iv) The Directors of the Transferor Company shall continue to be the Directors of the amalgamated Company and the Directors of the Transferee Company shall cease to become the Directors of the Transferee Company.

v) The promoters of the Transferor Company shall continue to be the promoters of the Transferor Company and the promoters of the Transferee Company shall cease to become the promoters of the Transferee Company and the promoters of the Transferor Company shall become the promoters of the Transferee Company.

vi) All employees of the Transferor Company on the rolls of the Transferor Company on the Effective Date shall become the employees of the Transferee Company- on such date without any break or interruption hi service and on terms and conditions not less favorable than those on which they are respectively engaged by the Transferor Company as on the

Effective Date.

vii) The statutory auditors of the Transferee Company shall cease to be the statutory auditors of the Company and M/s. J. Kala & Associates shall "he appointed as the statutory auditors of the Company without, following any further procedure as laid under the Companies Act, 1956.

d) The title of the assets of the transferor and transferee companies in the name of the Company would be carried out in due course.

The Financial Year of the Company has changed to eighteen months for the period ended 30th September, 2012 and includes the effect of amalgamation as stated above. Therefore, previous year figures are not comparable.

6. Related Party Disclosures:

The information as required by Accounting Standard 18 relating to ''Related Party Disclosures'' is given below:

I. List of Related Parties:

(As identified by the Management)

A) Enterprises Where Directors And/or Shareholders having Significant Influence (with whom Company had transactions):

Integrated Documentation Consultants Pvt. Ltd.

B) Key Management Personnel and their relatives:

a) Mr. M. L. Tulsyan, Director (Till 31st March, 2011)

b) Mr. Susbil Jiwarajka, Director

8. LEASE;

Disclosures in accordance with Accounting Standard 19- Leases prescribed by Companies (Accounting Standards) Rules, 2006 are given below:

The Company has taken / given commercial premises under cancellable Operating Lease. The Lease Agreement, is usually renewable by mutual consent on mutually agreeable terms.

The rental income and expenses in respect of Operating Leases are disclosed under Note 18 and 21, respectively.

7. As the Company has only one segment, "Segment Reporting" in terms of Accounthig Standard 17 as notified under the Companies (Accounting Standard) Rules, 2006, is not applicable.

8. a) The revised Schedule VI has become effective from lsl April, 2011 for the preparation of financial statements. This has significantly impacted the disclosure and presentation made in the financial statements. Accordingly, the company has reclassified the previous year figures to this year classification. The adoption of revised Schedule VI does not impact revenue recognition and measurement principles followed for preparation of financial statements.

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Mar 31, 2010

1) Contingent liability not provided for in respect of demand raise by Income Tax department for the Assessment Year 2005-06 amounting to Rs.750795/-.The Company has preferred an appeal and same is pending before commissioner of income tax (appeal).

2) In the opinion of the Board, Current Assets, Loans & Advances are approximately of the same value as stated in the Balance Sheet, if realized in the ordinary course of business.

3) Loans & advances include Rs 1411500/- due from a Associate Companies ( Previous year Rs. 1411922/-)

4) Related Parties Disclosure :

As per the Accounting Standard-18 on "related party disclosure", issued by the "Institute of Chartered Accountants of India, the related parties of the Company are as follows:

I) Associated Companies / Firms.

a) Artheon Battery Company Pvt Ltd

b) Artheon Energy Pvt Ltd.

c) Artheon Electronics Limited.

d) Essjay Ericsson Private Limited

II) Key Managerial Person: Shri. S. K. Jiwarajka

III) The nature of volume of transaction the company during the year with the related parties were as Follows :

a) Associated Companies / Firms: Rs NIL (Balance As on 31.03.2009 Rs.200000/-)

b) Advance for property to associate company Rs 1411500/-(Balance As on 31.03.2009 Rs. v^ns>l411922/-)

5) Previous years figures have been re grouped wherever necessary so as to make them comparable with those of the current year.