19 Provisions, Contingent Liabilities and Contingent Assets:
A provision is recognised if, as a result of a past event, the company 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.
20 Events after reporting date:
Where events occurring after the Balance Sheet date provide evidence of conditions that existed at the end of the reporting period, the impact of such events is adjusted within the Financial Statements. Otherwise, events after the Balance Sheet date of material size or nature are only disclosed.
21 Exceptional item:
An ordinary item of income or expense which by its size, nature, occurrence or incidence requires a disclosure in order to improve understanding of the performance of the Company is treated as an exceptional item in the Statement of Profit and Loss account.
General reserve
General reserve represents the reserve fund that is created by keeping aside a part of profit earned by the business during the course of an accounting period for fulfilling various business needs.
Capital redemption reserve
As per Companies Act, 2013, capital redemption reserve is created when company purchases its own shares out of free reserves or securities premium. A sum equal to the nominal value of the shares so purchased is transferred to capital redemption reserve. The reserve is utilised in accordance with the provisions of section 69 of the Companies Act, 2013. The Comapny had bought back its 4,37,775 equity shares of Rs. 10/- each during financial year 2018-19 and, the reserve was created to comply with the provisions of Companies Act, 2013.
Retained Earnings
Retained earnings or accumulated surplus represents total of all profits retained since Company's inception. Retained earnings are credited with current year profits, reduced by losses, if any, dividend payouts, transfers to General reserve or any such other appropriations to specific reserves.
The Board of Directors consisting of Managing Director together with the Chief Financial Officer has been identified as the Chief Operating Decision Maker (CODM) as defined under Ind AS 108 “Operating Segments”. The CODM evaluates the Company's performance and allocated the resources based on an analysis of various performance indicators . The Company is principally engaged in the business activities of Website & Information Technology (IT) Services, Information Media (Exhibitions), Exhibition Management and Treasury (investments activity). The Company has accordingly identified these 4 activities as Operating segments in accordance with requirements of Ind AS 108 on 'Operating segments'.
32 Financial instruments
The fair values of the financial assets and liabilities are included at the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale.
The following methods and assumptions were used to estimate the fair values:
1. Fair value of cash and short-term deposits, trade and other short term receivables, trade payables, other current liabilities, short term loans from banks and other financial institutions approximate their carrying amounts largely due to short term maturities of these instruments.
2. Financial instruments with fixed and variable interest rates are evaluated by the Company based on parameters such as interest rates and individual credit worthiness of the counterparty. Based on this evaluation, allowances are taken to account for expected losses of these receivables. Accordingly, fair value of such instruments is not materially different from their carrying amounts.
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.
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.
The carrying value and fair value of financial instruments by categories are as below:
Fair value estimation
For financial instruments measured at fair value in the Balance Sheet, a three level fair value hierarchy is used that reflects the significance of inputs used in the measurements. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and lowest priority to unobservable inputs (Level 3 measurements).
The Company's principal financial liabilities comprise advances and, trade and other payables. The purpose of these financial liabilities is to finance the Company's operations and to provide to support its operations. The Company's principal financial assets include investments, trade and other receivables and cash and cash equivalents that derive directly from its operations.
The Company's activities exposes it to Liquidity Risk, Market Risk and Credit risk. The Board of Directors reviews and agrees policies for managing each of these risks, which are summarised as below.
(a) Liquidity Risk
The risk that an entity will encounter difficulty in meeting obligations associated with financial liabilities that are settled by delivering cash or another financial asset. Liquidity risk management implies maintenance sufficient cash including availability of funding through an adequate amount of committed credit facilities to meet the obligations as and when due.
The Company manages its liquidity risk by ensuring as far as possible that it will have sufficient liquidity to meet its short term and long term liabilities as and when due. Anticipated future cash flows are expected to be sufficient to meet the liquidity requirements of the Company.
(i) The following is the contractual maturities of the financial liabilities:
The table below details the Company's remaining contractual maturity for its non-derivative financial liabilities. The contractual cash flows reflect the undiscounted cash flows of financial liabilities based on the earliest date on which the Company can be required to pay.
(b) Market Risk
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. The Company is not exposed to foreign exchange risk.
Equity price risk
The Company is exposed to equity price risk from investments in equity securities measured at fair value through profit and loss. The Management monitors the proportion of equity securities in its investment portfolio based on market indices. Material investments within the portfolio are managed on an individual basis and all buy and sell decisions are approved by the Board of Directors.
Interest rate risk
Interest rate risk is the risk that the future cash flows of a financial instrument will fluctuate because of
changes in market interest rates. The Company's exposure to the risk of changes in market interest rates relates primarily to its short term borrowings in nature of working capital loans, which carry floating interest rates. Accordingly, the Company's risk of changes in interest rates relates primarily to the Company's debt obligations with floating interest rates.
(c) Credit risk
Credit risk is the risk that counter party will not meet its obligations under a financial instruments or customer contract leading to a financial loss. The Company is exposed to credit risk from its operating activities (primarily trade receivables) from its financing activities including deposits with banks and investment in quoted equity instruments.
i) Trade and other receivables:
Credit risk is managed by each business unit subject to the Company's established policy, procedures and control relating to customer credit risk management. Outstanding customer receivables are regularly monitored.
The impairment analysis is performed at each reporting date on an individual basis for major customers. In addition, a large number of minor receivables are grouped into homogeneous groups and assessed for impairment collectively. The maximum exposure to credit risk at the reporting date is the carrying value of each class of financial assets. The Company does not hold collateral as security.
Expected credit loss (ECL) assessment for corporate customers as at 31 March 2024 and 31 March 2023
The Company allocates each exposure to a credit risk grade based on a variety of data that is determined to be predictive of the risk of loss (including but not limited to past payment history, security by way of deposits, external ratings, audited financial statements, management accounts and cash flow projections and available press information about customers) and applying experienced credit judgement.
ii) Other financial assets and deposits with banks:
Credit risk on cash and cash equivalent is limited as (including bank balances, fixed deposits and margin money with banks) the Company generally transacts with banks with high credit ratings assigned by international and domestic credit rating agencies.
34 Operating Leases
i) The Company has taken office premises under short term operating lease or leave and licence agreements. The lease is non cancellable during a lock in period of six month under leave and licence agreements and are renewable by mutual consent on mutually agreeable terms.
ii) Lease payments for short term lease is recognised in the Statement of Profit and Loss under Rent in Note 23 includes Rs. 9.00 lakhs (as at 31 March 2023 Rs. 9.00 lakhs) in respect of office premises taken on lease / leave and license agreement.
iii) The future minimum lease payment under non cancellable operating lease :
A. Not later than one year is Rs. Nil (as at 31 March 2023 Rs. Nil)
B. Later than one year and not later than five years is Rs Nil (as at 31 March 2023 Rs. Nil)
C. Later than five years is Rs Nil (as at 31 March 2023 Rs. Nil).
35 Capital management
The Company's objectives when managing capital are to :
i) 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
ii) maintain an optimal capital structure to reduce the cost of capital.
In order to maintain or adjust the capital structure, the Company may issue new shares, adjust the amount of dividends paid to shareholders etc. The Company's policy is to maintain a stable and strong capital structure with a focus on total equity so as to maintain investor, creditors and market confidence and to sustain future development and growth of its business. The Company will take appropriate steps in order to maintain, or if necessary adjust, its capital structure.
38 Corporate Social Responsibility (CSR) expenditure
The Company was not having net worth of rupees five hundred crore or more, or turnover of rupees one thousand crore or more or a net profit of rupees five crore or more during the immediately preceding financial year and hence provision of section 135 of the Companies Act, 2013 are not applicable to the company during the year accordingly, company was not required to and hence, have not incurred expenditure on corporate social responsibility.
39 ADDITIONAL REGULATORY INFORMATION REQUIRED BY SCHEDULE III TO THE COMPANIES ACT, 2013 :
i) Registration of charges or satisfaction with Registrar of Companies (ROC)
All charges or satisfaction are registered with ROC and the Company does not have any charges or satisfaction of charges which is yet to be registered with Registrar of Companies within the statutory period for the financial years ended 31 March 2024 and 31 March 2023.
ii) Event after reporting date
There have been no events after the reporting date.
iii) Compliance with number of layers of companies
The Company has complied with the number of layers prescribed under clause (87) of section 2 of the Act read with Companies (Restriction on number of Layers) Rules, 2017 for the financial years ended 31 March 2024 and 31 March 2023.
iv) Utilisation of Borrowed funds and share premium
No funds have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the Company to or in any other persons or entities, including foreign entities (“Intermediaries”) with the understanding, whether recorded in writing or otherwise, that the Intermediary shall lend or invest in party identified by or on behalf of the Company (Ultimate Beneficiaries). The Company has also not received any fund from any parties (Funding Party) with the understanding that the Company shall whether, directly or indirectly lend or invest in other persons or entities identified by or on behalf of the Funding Party (“Ultimate Beneficiaries”) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
v) Compliance with approved Scheme(s) of Arrangements
There is no any scheme of Arrangement or Amalgamation initiated or approved by the Board of Directors and Shareholders of the Company during the year ended 31 March 2024 and 31 March 2023.
vi) Undisclosed income
There is no income surrendered or disclosed as income during the year in tax assessments under the Income Tax Act,1961 (such as search or survey), that has not been recorded in the books of account.
vii) Title deeds of Immovable Properties not held in name of the Company
The title deeds of the immovable properties possess by the Company are held in the name of the Company (other than properties where the Company is the lessee and the lease agreements are duly executed in favour of the lessee). The immovable properties helds are being shown as “Disposal group - assets held for sale” in the financials.
viii) Details of Crypto Currency or Virtual Currency
The Company has not traded or invested in Crypto currency or Virtual currency during the current or preceeding financial year.
ix) Details of Benami Property Held
No proceedings have been initiated during the financial year or pending as at the end of the financial year against the Company for holding any benami property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and rules made thereunder.
x) Wilful Defaulter
The Company has not been declared as a willful defaulter by any bank or financial institution or other lender in the current or preceeding financial year.
xi) Relationship with Struck off Companies
The Company have not entered into any transaction during the current or previous financial year with the companies whose names have been struck off under section 248 of Companies Act, 2013 or section 560 of Companies Act, 1956 and there is no outstanding receivable from / payable to such companies as at the end of year.
40 There are no Loans or Advances in the nature of loans granted to promoters, directors, KMPs and the related parties, as defined under Companies Act, 2013.
41 The Company is engaged in the business activity of Web site design, SEO, Server Space, Domain Booking & renewal, organizing exhibition and providing exhibition management services. During the its course of business activity and to maximise the result and operations of the Company, the surplus funds of the Company are invested in the equity shares of the companies which are listed on the recognized stock exchange and, in the fixed deposit with bank. As per the guidlines of IndAS, such investments in the listed equity shares of the companies have been restated in the financial statement based on the fair valuation measurement as mentioned in note 1(B)(9). As a result of fare valuation of these investments, the financial assets being investments in listed equity shares constitute more than 50% of total assets and; income from these investments constitutes more than 50% of total revenue.
As per the provisions of section 45-IA of the Reserve Bank of India Act, 1934, the Company is required to be registered as Non-Banking Financial Company and obtain Certificate of Registration (CoR).
In view of the management, since such activity of investments is of temporary nature and due to fare valuation measurement, such assets and income have exceeded 50% of total assets and total income respectively, Company have not made reference to the RBI and have not obtained certificate of registration u/s 45-IA of the Reserve Bank of India Act, 1934.
Apart from such Investment activities, of surplus funds in the listed equity shares of the companies, Company have not carried any other activity which requires the Company to obtain CoR under section 45-IA of the Reserve Bank of India Act, 1934..
42 The Company is yet to receive balance confirmations in respect of certain financial assets and financial liabilities. The Management does not expect any material difference affecting the current year's financial statements due to the same.
43 The financial statements were approved for issue by the Board of Directors on 23 April, 2024.
44 Previous year figures have been regrouped/ reclassified to confirm presentation as per Ind AS as required by Schedule III of the Companies Act, 2013.
As per our report of even date for and on behalf of the Board of Directors of
For Ladha Singha| Associates NETLINK SOLUTIONS (INDIA) LIMITED
Chartered Accountants CIN : L45200MH1984PLC034789
Firm registration no. 120241W
Minesh Modi Rupa M. Modi
Ajay Singhal (Whole Time Director) (Executive Director & CFO)
Partner DIN:00378378 DIN:00378383
Membership Number: 104451
Place: Mumbai Aarushi Hasmukh Lad
Date: 23rd April, 2024 (Company Secratry)
M. No. A66431
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