s. Provision and contingencies
Provisions are recognised when the Company has a present
obligation (legal or constructive) as a result of a past event
and it is probable that an outflow of resources embodying
economic benefits will be required to settle the obligation,
in respect of which a reliable estimate can be made of
the amount of the obligation. If the effect of time value
of money is material, provisions are discounted using a
current pre-tax rate that reflects, when appropriate, the
risks specific to the liability. When discounting is used,
the increase in the provision due to the passage of time is
recognised as a finance cost.
If the Company has a contract that is onerous, the present
obligation under the contract is recognised and measured
as a provision. However, before a separate provision for an
onerous contract is established, the Company recognises
any impairment loss that has occurred on assets dedicated
to that contract.
An onerous contract is a contract under which the
unavoidable costs (i.e., the costs that the Company
cannot avoid because it has the contract) of meeting
the obligations under the contract exceed the economic
benefits expected to be received under it. The unavoidable
costs under a contract reflect the least net cost of exiting
from the contract, which is the lower of the cost of fulfilling
it and any compensation or penalties arising from failure to
fulfil it. The cost of fulfilling a contract comprises the costs
that relate directly to the contract (i.e., both incremental
costs and an allocation of costs directly related to contract
activities).
Contingent liability is a possible obligation arising from past
events and whose existence will be confirmed only by the
occurrence or non-occurrence of one or more uncertain
future events not wholly within the control of the entity or
a present obligation that arises from past events but is not
recognized because;
- it is not probable that an outflow of resources
embodying economic benefits will be required to settle
the obligation or
- the amount of the obligation cannot be measured with
sufficient reliability.
The Company does not recognize a contingent liability but
discloses the same as per the requirements of Ind AS 37.
A contingent asset is a possible asset that arises from past
events and whose existence will be confirmed only by- the
occurrence or non-occurrence of one or more uncertain
future events not wholly within the control of the entity.
The Company does not recognize the contingent asset in
its standalone financial statements since this may result
in the recognition of income that may never be realised.
Where an inflow of economic benefits are probable, the
Company disclose a brief description of the nature of
contingent assets at the end of the reporting period.
However, when the realisation of income is virtually certain,
then the related asset is not a contingent asset and the
Company recognize such assets.
Provisions, contingent liabilities and contingent assets are
reviewed at each Balance Sheet date.
t. Cash dividend to the equity holders of the Company
The Company recognises a liability to make cash
distributions to equity holders of the Company when
the distribution is authorised, and the distribution is no
longer at the discretion of the Company. Final dividends on
shares is recorded as a liability on the date of approval by
the shareholders and interim dividends are recorded as a
liability on the date of declaration by the Company’s Board
of Directors.
u. Earnings/ (loss) per share
Basic earnings per share is calculated by dividing the net
profit or loss attributable to equity holder of the Company
by the weighted average number of equity shares
outstanding during the period. Partly paid equity shares
are treated as a fraction of an equity share to the extent
that they are entitled to participate in dividends relative
to a fully paid equity share during the reporting period.
For the purpose of calculating diluted earnings per share,
the net profit or loss for the period attributable to equity
shareholders of the parent company and the weighted
average number of shares outstanding during the period
are adjusted for the effects of all dilutive potential equity
shares.
v. Cash and cash equivalents
Cash and cash equivalent in the balance sheet comprise
cash at banks and on hand and short-term deposits with
an original maturity of three months or less, that are readily
convertible to a known amount of cash and subject to an
insignificant risk of changes in value.
For the purpose of the Standalone statement of cash flows,
cash and cash equivalents consist of cash and short-term
deposits, as defined above, are considered an integral part
of the Company’s cash management.
w. Exceptional Items
Exceptional Items represents the nature of transactions
which are not in recurring nature during the ordinary course
of business but lead to increase/ decrease in profit/ loss for
the year.
x. Events after reporting period
If the Company receives information after the reporting
period, but prior to the date of approved for issue, about
conditions that existed at the end of the reporting
period, it will assess whether the information affects the
amounts that it recognises in its separate standalone
financial statements. The Company will adjust the amounts
recognised in its standalone financial statements to reflect
any adjusting events after the reporting period and update
the disclosures that relate to those conditions in light
of the new information. For non-adjusting events after
the reporting period, the Company will not change the
amounts recognised in its standalone financial statements
but will disclose the nature of the non-adjusting event and
an estimate of its financial effect, or a statement that such
an estimate cannot be made, if applicable.
y. Changes in accounting policies and disclosures:
The Company applied for the first-time certain standards
and amendments, which are effective for annual periods
beginning on or after 1 April 2024. The Company has not
early adopted any standard, interpretation or amendment
that has been issued but is not yet effective.
(i) Ind AS 117 Insurance Contracts
The Ministry of Corporate Affairs (MCA) notified the Ind AS
117, Insurance Contracts, vide notification dated 12 August
2024, under the Companies (Indian Accounting Standards)
Amendment Rules, 2024, which is effective from annual
reporting periods beginning on or after April 01, 2024.
Ind AS 117 Insurance Contracts is a comprehensive new
accounting standard for insurance contracts covering
recognition and measurement, presentation and disclosure.
Ind AS 117 replaces Ind AS 104 Insurance Contracts. Ind AS
117 applies to all types of insurance contracts, regardless
of the type of entities that issue them as well as to certain
guarantees and financial instruments with discretionary
participation features; a few scope exceptions will apply.
Ind AS 117 is based on a general model, supplemented by:
• A specific adaptation for contracts with direct
participation features (the variable fee approach)
• A simplified approach (the premium allocation
approach) mainly for short-duration contracts
The application of Ind AS 117 does not have material impact
on the Company’s separate standalone financial statements
as the Company has not entered any contracts in the nature
of insurance contracts covered under Ind AS 117.
(ii) Amendments to Ind AS 116 Leases - Lease Liability in a Sale
and Leaseback
The MCA notified the Companies (Indian Accounting
Standards) Second Amendment Rules, 2024, which amend
Ind AS 116, Leases, with respect to Lease Liability in a Sale
and Leaseback.
The amendment specifies the requirements that a seller-
lessee uses in measuring the lease liability arising in a sale
and leaseback transaction, to ensure the seller-lessee does
not recognise any amount of the gain or loss that relates to
the right of use it retains.
The amendment is effective for annual reporting periods
beginning on or after 1 April 2024 and must be applied
retrospectively to sale and leaseback transactions entered
into after the date of initial application of Ind AS 116.
These amendments does not have material impact on the
standalone financial statements of the Company
z. Standards notified but not yet effective
There are no standards that are notified and not yet
effective as on the date.
aa. Climate - related matters
The Company considers climate-related matters in
estimates and assumptions, where appropriate. This
assessment includes a wide range of possible impacts on
the Company due to both physical and transition risks.
Even though the Company believes its business model
and products will still be viable after the transition to a
low-carbon economy, climate-related matters increase the
uncertainty in estimates and assumptions underpinning
several items in the financial statements. Even though
climate-related risks might not currently have a significant
impact on measurement, the Company is closely monitoring
relevant changes and developments.
a) Terms/ rights attached to equity shares
The Company has only one class of equity shares having par value of ' 5 per share. Each holder of equity shares is entitled
to one vote per share and such amount of dividend per share as declared by the Company. The Company declares and pays
dividend in Indian rupees.
The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General
Meeting.
In the event of liquidation of the Company, the holders of the equity shares will be entitled to receive remaining assets of the
Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares
held by the shareholders.
b) As at March 31, 2025 and as at March 31, 2024, there is no individual shareholder or shareholder (together with ‘Persons acting
in concert’) holding more than 5% shares of the Company.
c) Number of shares reserved for issue under options
For details of shares reserved for issue under the employee stock option plan (ESOP) of the Company, refer note 34.
28. Leases
The Company has lease contracts for office buildings and computer equipment. The leases for office buildings generally have lease
terms between 1 to 5 years while computer equipment have lease term of 5 years.
The Company also has certain leases for office buildings and computer equipment with lease term of 12 months or less and leases
with low value. The Company applies the ‘short-term lease’ and ‘lease of low-value assets’ recognition exemptions for these leases.
30. Segment reporting
Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision maker.
The board of directors of the Company assesses the financial performance and position of the Company. The Chief Executive
Officer has been identified as the chief operating decision maker.
The Company is engaged in the business of software products and related services, which are monitored as a single segment by the
Chief Operating Decision Maker, accordingly, these, in the context of Ind AS 108 on Operating Segments Reporting are considered
to constitute one segment and hence the Company has not made any additional segment disclosures.
The Company’s operations spans across the world and are categorized geographically as (a) Americas, (b) EMEA (c) India and (d)
APAC and rest of the world. ‘Americas’ comprises the Company’s operations in North America, South America and Canada. ‘EMEA’
comprises the Company’s operations in Europe, Middle East and Africa and the Company’s operations in the rest of the world,
excluding India are organized under ‘APAC and the rest of the world’. Customer relationships are driven based on customer domicile.
32. During the year ended March 31, 2025, Subex Digital LLP (a wholly-owned subsidiary of Subex Limited), with the approval of the
board of directors of Subex Limited, sold ID Central to Handy Online Solution Private Limited (OnGrid) at a valuation of ' 526 lakhs via
a slump sale effective on July 15, 2024, without assigning values to individual assets and liabilities. The transaction involves payment
of aforesaid consideration of ' 526 lakhs by OnGrid by the allotment of 104 equity shares of OnGrid, representing 0.75% of OnGrid’s
fully diluted share capital, based on OnGrid’s valuation, to Subex Digital LLP. In this regard, profit on sale of business unit amounting
to ' 422 Lakhs, being excess of consideration over the carrying value of net assets transferred and related costs incurred, was
recognised as income during the year ended March 31, 2025 and is presented as exceptional item in the statement of standalone
financial statements for the year ended March 31, 2025.
33. Contingent liabilities and commitments
In the ordinary course of business, the Company faces claims and assertions by various parties and authorities. The Company
assesses such claims and assertions and monitors the legal environment on an ongoing basis with the assistance of external legal
counsel, wherever necessary. The Company records a liability for any claims where a potential loss is probable and capable of being
estimated and discloses such matters in its standalone financial statements, if material. For potential losses that are considered
possible, but not probable, the Company provides disclosure in the standalone financial statements but does not record a liability
in its accounts unless the loss becomes probable.
i. Income tax
a) During the year ended March 31, 2024, the Income tax Department had filed appeal before the Hon’ble Karnataka High Court
for Assessment years (‘AY’) 2013-14 and 2015-16, against Income Tax Appellate Tribunal, Bangalore (‘ITAT’) order in relation to
matters decided in favour of the Company.
During the year ended March 31, 2023, the Company had received partial favourable order from Income Tax Appellate Tribunal,
Bangalore (‘ITAT’) for AY 2014-15. The Company had filed an appeal before the Hon’ble Karnataka High Court for Assessment
year (‘AY’) 2014-15 against such ITAT order in relation to matters decided in favour of the Income Tax department. In relation to
matters decided in favour of the Company, Order Giving Effect (“OGE”) has been received during the year ended March 31, 2025.
Further during the year ended March 31, 2025, in respect of AY 2022-23, the Company has received order from department
proposing an transfer pricing adjustment. The Company has filed objections with Dispute Resolution Panel (‘DRP’) for said
transfer pricing adjustment.
Based on internal assessment, the management is confident that outcome of aforesaid matters would be in favour of the
Company and also has sufficient brought forward losses and unabsorbed depreciation. Accordingly, the Company has
disclosed the disputed amount related to aforementioned assessment years as contingent liability and has not made any
adjustments in the standalone financial statements in this regard.
b) Certain demands from the income tax authorities were set-off against the brought forward business losses and unabsorbed
depreciation of previous years for which no contingent liability has been disclosed.
c) The aforesaid demands do not include ' 379 lakhs amount of demand pertaining to AY 2011-12 for which the Company has
received a partial favourable orders from ITAT and favourable order from Karnataka high court for during the year ended
2021-22. The Company has not received OGE to such favourable orders and the department has not appealed further in
relation to such matter.
ii. Indirect tax
The Company has received demand order towards the service tax on import of certain services and equivalent amount of
penalties under the provisions of the Finance Act, 1994 along with the consequential interest during the period April 2006
to July 2009. These demands are disputed by the management and the Company has filed appeals against these orders
with various appellate authorities. The management is of the view that the service tax is not applicable on those import of
services, and is confident that the demands raised by the Assessing Officers are not tenable under law and has not made any
adjustments in the standalone financial statements in this regard.
iii. The aforesaid amounts under disputes are as per the demands from various authorities for the respective periods and has not
been adjusted to include further interest and penalty leviable, if any, at the time of final outcome of the appeals.
iv. Other matters
As at March 31, 2025, trade payables amounting to ' 1,809 lakhs and trade receivables amounting to ' 4,370 lakhs towards
purchase and sale of services respectively, which are outstanding beyond permissible time period stipulated under the Master
Circular on Import of Goods and Services and Master Circular on Export of Goods and Services issued by Reserve Bank of
India (‘the RBI’). Considering that the balances are outstanding for more than the stipulated time, the Company has intimated
the appropriate regulatory authorities seeking requisite approvals for extensions. The management is confident that required
approvals would be received and penalties, if any that may be imposed on the Company would not be material. Accordingly, no
adjustments have been made by the management to these standalone financial statements in this regard
33. Contingent liabilities and commitments (contd.)
v. The Company is subject to legal proceedings and claims, which have arisen in the ordinary course of business. The Company has
reviewed all its pending litigations and proceedings and is not carrying provisions for all the above mentioned amounts in its
books of account, as the Company’s Management is confident of successfully litigating the matters and these are disclosed as
contingent liability, where applicable in its standalone financial statements. The Company’s Management does not reasonably
expect that these legal actions, when ultimately concluded and determined, will have a material and adverse effect of the
Company’s results of operations or financial condition.
vi. The Company has committed to provide financial support to its subsidiaries to support their business operations and meet all
their obligation as and when due.
vii. The Hon’ble Supreme Court of India in the month of February 2019 had passed a judgement relating to definition of wages under
the Provident Fund Act, 1952. The Management is of the view that there are interpretative challenges on the application of the
judgement retrospectively. The Company will evaluate its position and update its provision, if required, on receiving further
clarity on the subject. The Company does not expect any material impact of the same.
viii. The Code on Social Security, 2020 (‘Code’) relating to employee benefits during employment and post employment benefits
received Presidential assent in September 2020. The Code has been published in the Gazette of India. Certain sections of the
Code came into effect on 3 May 2023. However, the final rules/interpretation have not yet been issued. Based on a preliminary
assessment, the entity believes the impact of the change will not be significant.
34. Employee stock options plans (‘ESOPs’)
During the year 2018-2019, the Board of Directors and the shareholders of the Company approved “Subex Employees Stock Option
Scheme - 2018” (referred to as the “ESOP Scheme 2018” or “ESOP - V” ) to be administered through Subex Employee Welfare and ESOP
Benefit Trust (referred to as the “ESOP Trust”). The ESOP Trust is authorised to acquire shares of the Company through secondary
market for administering ESOP for its employees. The ESOP Trust is consolidated in the standalone financial statements of the
Company and the shares reacquired and held by ESOP Trust are treated as treasury shares recognised at cost and deducted from
other equity. The ESOP trust held 77,77,049 and 77,77,049 treasury shares as at March 31, 2025 and March 31, 2024, respectively.
The Nomination and Remuneration Committee in their meeting held on November 08, 2024 granted 1,50,000 options under approved
“Subex Employees Stock Option Scheme - 2018” to the eligible employee. The options outstanding vest over a period of 1 to 3 years
and can be exercised over a maximum period of 2 years from the date of vesting.
35. Employee benefit plans
a) Defined contribution plan
The Company makes contributions for qualifying employees to Provident Fund which is defined contribution plan. Under the
scheme, the Company is required to contribute a specified percentage of the payroll costs to fund the benefits. The Company
recognized ' 386 Lakhs (March 31, 2024: ' 390 Lakhs) for Provident Fund contributions.
b) Defined benefit plan
The Company offers Gratuity benefits to employees, a defined benefit plan. Gratuity plan is governed by the Payment of
Gratuity Act, 1972. Under gratuity plan, every employee who has completed at least five years of service gets a gratuity on
departure @15 days of last drawn salary for each completed year of service. The scheme is funded with an insurance company
in the form of qualifying insurance policy.
35. Employee benefit plans (contd.)
Notes:
1. Plan assets are fully represented by balance with the Life Insurance Corporation of India.
2. The expected return on plan assets is determined considering several applicable factors mainly the composition of the plan assets held, assessed
risks of asset management, historical results of the return on plan assets and the Company’s policy for plan asset management.
3. The estimates of future salary increase in compensation levels, considered in actuarial valuation, take account of inflation, seniority, promotion
and other relevant factors, such as supply and demand in the employment market.
4. As per Indian Assured Lives Mortality (2012-14) Ultimate (March 31, 2024 : Indian Assured Lives Mortality (2012-14) Ultimate)
5. Plan characteristics and associated risks:
The Gratuity scheme is a Defined Benefit Plan that provides for a lump sum payment made on exit either by way of retirement, death, disability or
voluntary withdrawal. The benefits are defined on the basis of final salary and the period of service and paid as lump sum at exit. The Plan design
means the risks commonly affecting the liabilities and the financial results are expected to be:
a. Interest rate risk : The defined benefit obligation calculated uses a discount rate based on government bonds. If bond yields fall, the defined
benefit obligation will tend to increase.
b. Salary Inflation risk : Higher than expected increases in salary will increase the defined benefit obligation.
c. Demographic risk : This is the risk of variability of results due to unsystematic nature of decrements that include mortality, withdrawal,
disability and retirement. The effect of these decrements on the defined benefit obligation is not straight forward and depends upon the
combination of salary increase, discount rate and vesting criteria. It is important not to overstate withdrawals because in the financial
analysis the retirement benefit of a short career employee typically costs less per year as compared to a long service employee.
This section gives an overview of the significance of financial instruments for the Company and provides additional information on
balance sheet items that contain financial instruments.
The details of significant accounting policies, including the criteria for recognition, the basis of measurement and the basis on
which income and expenses are recognised in respect of each class of financial asset, financial liability and equity instrument are
disclosed in Note 2(k), to the standalone financial statements.
(a) Financial assets and liabilities
The management assessed that cash and bank balances, trade receivables, trade payables, and other current financial assets and
liabilities approximate their carrying amounts largely due to the short-term maturities of these instruments. Non-current financial
assets and liabilities are discounted using an appropriate discounting rate where the time value of money is material.
(b) Fair value hierarchy
Quoted prices in an active market (Level 1): This level of hierarchy includes financial assets that are measured by reference to quoted
prices (unadjusted) in active markets for identical assets or liabilities. This category consists of investment in quoted equity shares,
and mutual fund investments.
Valuation techniques with observable inputs (Level 2): This level of hierarchy includes financial assets and liabilities, measured using
inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e., as prices)
or indirectly (i.e., derived from prices).
Valuation techniques with significant unobservable inputs (Level 3): This level of hierarchy includes financial assets and liabilities
measured using inputs that are not based on observable market data (unobservable inputs). Fair values are determined in whole
or in part, using a valuation model based on assumptions that are neither supported by prices from observable current market
transactions in the same instrument nor are they based on available market data.
The following table provides an analysis of financial instruments that are measured subsequent to initial recognition at fair value,
grouped into Level 1 to Level 3, as described below:
Note:
(i) Short-term financial assets and liabilities are stated at carrying value which is approximately equal to their fair value.
(ii) Management uses its best judgement in estimating the fair value of its financial instruments. However, there are inherent limitations in any
estimation technique. Therefore, for substantially all financial instruments, the fair value estimates presented above are not necessarily indicative
of the amounts that the Company could have realised or paid in sale transactions as of respective dates. As such, fair value of financial instruments
subsequent to the reporting dates may be different from the amounts reported at each reporting date.
(iii) Current investments pertains to investments in mutual funds which are mandatorily classified as fair value through statement of profit and loss.
The fair value of investments in mutual funds units is based on the net asset value (‘NAV’) as stated by the issuers of these mutual fund units in
the published statements as at balance sheet date. NAV represents the price at which the issuer will issue further units of mutual funds and the
price at which issuers will redeem such units from the investors.
(iv) The Company enters into derivative financial instruments with financial institutions having investment grade credit ratings. Foreign exchange
forward contracts are valued using valuation techniques, which employs the use of market observable inputs.
(v) The carrying value of investment in Privasapien Technologies Private Limited is a reasonable approximation of fair value determined based on prior
transactions, no further disclosures has been made in standalone financial statements.
(vi) There have been no transfers between Level 1, Level 2 and Level 3 for the years ended March 31, 2025 and March 31, 2024.
37. Financial risk management
The Company’s activities expose it to the following risks:
i. Market risk
ii. Credit risk
iii. Liquidity risk
i. Market risk
Market risk is the risk of any loss in future earnings, in realisable fair values or in future cash flows that may result from a
change in the price of a financial instrument. The value of a financial instrument may change as a result of changes in interest
rates, foreign currency exchange rates and liquidity risk. Future specific market movements cannot be normally predicted with
reasonable accuracy.
(a) Market risk- Interest rate risk
Interest rate risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate due to changes in
market interest rates. The Company does not have any debt outstanding as at March 31, 2025 and as at March 31, 2024. Also,
the Company’s investments are primarily in fixed rate interest bearing investments. Hence, the Company is not significantly
exposed to interest rate risk.
(b) Market risk- Foreign currency risk
Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes
in foreign exchange rates. The Company’s exchange risk arises from its foreign operations, foreign currency revenues and
expenses. The Company has exposures to United States Dollars (‘USD’), United Arab Emirates Dirham (‘AED’), Kuwaiti Dinar (‘KWD’),
Singapore Dollars (‘SGD’) and other currencies. The Company’s exposure to the risk of changes in foreign exchange rates relates
primarily to the Company’s operating activities.
ii. 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 and contract
assets) and from its financing activities including deposits with banks, investments and other financial instruments.
a. Trade receivables and contract assets
Credit risk is managed by each business unit as per the Company’s established policy, procedures and control relating to
customer credit risk management. Outstanding customer receivables are regularly monitored. Also refer note 30 for details of
customer concentration.
c. Other financial assets and deposits with banks
Credit risk from balances with bank and financial institutions and in respect to loans and security deposits is managed by the
Company’s treasury department in accordance with the Company’s policy. Investments of surplus funds are made only with
approved counterparties and within credit limits assigned to each counterparty. The limits are set to minimise the concentration
of risks and therefore mitigate financial loss through counterparty’s potential failure to make payments. The Company have
made certain strategic investments which have been approved by the Board of Directors.
iii. Liquidity risk
The Company’s principal sources of liquidity are cash and cash equivalents, investment of surplus funds in bank deposits and
mutual funds and the cash flow that is generated from operations. The Company believes that the cash and cash equivalents
is sufficient to meet its current requirements. Accordingly no liquidity risk is perceived.
38. Capital management
The Company’s objective for capital management is to maximize shareholder value, safeguard business continuity and support
the growth of the Company. The Company determines the capital requirement based on annual operating plans and long-term
and other strategic investment plans. The funding requirements are met through operating cash flows generated and surplus
funds available. The Company does not have any long term debts hence there is no capital gearing ratio. Surplus fund has been
invested into risk free highly liquid financial instruments.
39. As per section 135 of The Company’s Act, 2013, a Corporate Social Responsibility (‘CSR’) committee has been formed by Subex
Limited. The primary function of the Committee is to assist the Board of Directors in formulating the CSR policy and review
the implementation and progress of the same from time to time. The CSR Policy focuses on creating opportunities for the
disadvantaged with emphasis on persons with disabilities. During the year ended March 31, 2025 and March 31, 2024 considering
losses incurred in past years, the Company does not have the obligation to incur expenses in relation to CSR.
42. The Company has used accounting software SAP ECC for maintaining its books of account which has a feature of recording
audit trail (edit log) facility and the same has operated throughout the year for all relevant transactions recorded in the
software, except that audit trail feature is not enabled for certain changes made using privileged/ administrative access rights
to the SAP ECC application and the underlying database. Further no instance of audit trail feature being tampered with was
noted in respect of the aforesaid accounting software where the audit trail has been enabled. Additionally, the audit trail of
March 31, 2024 has been preserved by the Company as per the statutory requirements for record retention to the extent it was
enabled and recorded.
43. MCA has amended the Rule 3 of the Companies (Accounts) Rules, 2014 (the “Accounts Rules”) vide notification dated August 05,
2022, relating to the mode of keeping books of account and other books and papers in electronic mode. Back-ups of the books
of account and other books and papers of the Company maintained in electronic mode are now required to be retained on a
sever located in India on daily basis (instead of back-ups on a periodic basis as provided earlier) as prescribed under Rule 3(5) of
the Accounts Rules. With respect to the above, the Company has complied with the requirement for the relevant IT applications.
44. Other Regulatory Information
(i) The Company do not have any Benami property, where any proceeding has been initiated or pending against the Company
for holding any Benami property under the Benami Transactions (Prohibition) Act, 1988 and rules made thereunder.
(ii) The Company do not have any transactions with companies struck off.
(iii) The Company do not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory period.
(iv) The Company does not have any sanctioned working capital limits in excess of five crore rupees, in aggregate, from banks
or financial institutions on the basis of security of current assets.
(v) The Company have not traded or invested in Crypto currency or Virtual Currency during the financial year.
(vi) The Company have not advanced or loaned or invested funds to any other person or entity, 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.
(vii) The Company have not received any fund from any person or entity, 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.
(viii) The Company have not entered into any such transaction which is not recorded in the books of accounts that has been
surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (such as search
or survey or any other relevant provisions of the Income Tax Act, 1961).
(ix) The Company has complied with the provisions of clause (87) of section 2 of the Act read with Companies (Restriction on
number of Layers) Rules, 2017.
44. Other Regulatory Information (contd.)
(x) The Company has not declared or paid any dividend during the year hence, compliance with the provisions of section 123
of the Companies Act, 2013 is not applicable.
(xi) The Company has not been declared wilful defaulter by any bank or financial institution or government or any government
authority.
As per our report of even date attached For and on behalf of the Board of Directors of Subex Limited
(CIN: L85110KA1994PLC016663)
For S.R. Batliboi & Associates LLP Anil Singhvi Nisha Dutt
Chartered Accountants Chairman, Non-Executive & Managing Director &
ICAI Firm registration number: 101049W/E300004 Non-Independent Director Chief Executive Officer
DIN : 00239589 DIN : 06465957
Place: Bengaluru, India Place: Bengaluru, India
per Sandeep Karnani Sumit Kumar Ramu Akkili
Partner Chief Financial Officer Company Secretary &
Membership No.: 061207 Compliance Officer
Membership No. A28296
Place: Bengaluru, India Place: Bengaluru, India Place: Bengaluru, India
Date: May 02, 2025 Date: May 02, 2025
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