k. Provisions
Provisions are recognized when the Company has a present obligation (legal or constructive) as a result of a past event, it is probable that the Company will be required to settle the obligation, and a reliable estimate can be made of the amount of the obligation. If the effect of the time value of money is material, provisions are determined by discounting the expected future cash flows to net present value using an appropriate pre-tax discount rate that reflects current market assessments of the time value of
money and, where appropriate, the risks specific to the liability.
The amount recognized as a provision is the best estimate of the consideration required to settle the present obligation at the reporting date, taking into account the risks and uncertainties surrounding the obligation. Where a provision is measured using the cash flows estimated to settle the present obligation, its carrying amount is the present value of those cash flows (when the effect of the time value of money is material).
When some or all of the economic benefits required to settle a provision are expected to be recovered from a third party, a receivable is recognized as an asset if it is virtually certain that reimbursement will be received and the amount of the receivable can be measured reliably.
l. Contingent Liabilities
A present obligation that arises from past events, where it is either not probable that an outflow of resources will be required to settle or a reliable estimate of the amount cannot be made, is disclosed as a contingent liability. Contingent liabilities are also disclosed when there is a possible obligation arising from past events, the existence of which will be confirmed only by the occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the Company.
Claims against the Company, where the possibility of any outflow of resources in settlement is remote, are not disclosed as contingent liabilities.
Contingent assets are not recognized in the financial statements since this may result in the recognition of income that may never be realized. However, when the realization of income is virtually certain, then the related asset is not a contingent asset and is recognized.
m. Financial assets
All regular way purchases or sales of financial assets are recognized and derecognized on a trade date basis. Regular way purchases or sales are purchases or sales of financial assets that require delivery of assets within the time frame established by regulation or convention in the marketplace.
All recognized financial assets are measured subsequently in their entirety at either amortized cost or fair value, depending on the classification of the financial assets.
Investments in equity instruments at FVTOCI
On initial recognition, the Company may make an irrevocable election (on an instrument-by¬ instrument basis) to designate investments in equity instruments as at FVTOCI. Designation at FVTOCI is not permitted if the equity investment is held for trading or if it is contingent consideration recognized by an acquirer in a business combination. Investments in equity instruments at FVTOCI are initially measured at fair value plus transaction costs. Subsequently, they are measured at fair value with gains and losses arising from changes in fair value recognized in other comprehensive income and accumulated in a separate component of equity. The cumulative gain or loss is not reclassified to profit or loss on disposal of the equity investments, instead, it is transferred to retained earnings. Dividends on these investments in equity instruments are recognized in profit or loss in accordance with Ind AS 109, unless the dividends clearly represent a recovery of part of the cost of the investment. The Company designated all investments in equity instruments that are not held for trading as at FVTOCI on initial recognition.
Impairment of financial assets
The Company applies the expected credit loss model for recognizing impairment loss on financial assets that are measured at amortized cost, trade receivables and other contractual rights to receive cash or other financial assets.
The amount of expected credit losses is updated at each reporting date to reflect changes in credit risk since initial recognition of the respective financial instrument. The Company always recognizes lifetime expected credit losses (ECL) for trade receivables. The Company recognizes lifetime ECL when there has been a significant increase in credit risk since initial recognition. However, if the credit risk is on the financial instrument has not increased significantly since initial recognition, the Company measures the loss allowance for that financial instrument at an amount equal to 12-month ECL.
Financial assets, other than those at FVTPL, are assessed for indicators of impairment at the end of each reporting period. In case of financial assets, the Company follows the simplified approach permitted by Ind AS 109 - Financial Instruments - for recognition of impairment loss allowance. The application of simplified approach does not require the Company to track changes in credit risk of trade receivable. The Company calculates the expected credit losses on trade receivables using a provision matrix on the basis of its historical credit loss experience.
De-recognition of Financial Assets
The Company de-recognizes the financial asset when the contractual rights to the cash flows from the asset expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership of the asset to another party. If the Company neither transfers nor retains substantially all the risks and rewards of ownership and continues to control the transferred asset, the Company recognizes its retained interest in the asset and an associated liability for amounts it may have to pay. If the Company retains substantially all the risks and rewards of ownership of a transferred financial asset, the Company continues to recognize the financial asset and also recognizes an associated liability.
On de-recognition of a financial asset, the difference between the asset’s carrying amount and the sum of the consideration received and receivable and the cumulative gain or loss that had been recognized in Other Comprehensive Income and accumulated in other equity is recognized in standalone profit and loss.
Cash and cash equivalents
Cash comprises cash on hand and demand deposits with banks. Cash equivalents are short¬ term balances (with an original maturity of three months or less from the date of acquisition), highly liquid investments that are readily convertible into known amounts of cash and which are subject to insignificant risk of change in value.
n. Financial liabilities and equity instruments Classification as Debt or Equity
Debt or equity instruments issued by the Company, are classified as either financial liabilities or as
equity in accordance with the substance of the contractual arrangements and the definitions of a financial liability and an equity instrument.
Equity instruments
An equity instrument is any contract that evidences a residual interest in the assets of the Company after deducting all of its liabilities. Equity instruments issued by the Company are recognized at the proceeds received, net of direct issue costs.
Financial Liabilities
Financial liabilities that are not held-for-trading and are not designated as at FVTPL are measured at amortized cost at the end of subsequent accounting periods. The carrying amounts of financial liabilities that are subsequently measured at amortized cost are determined based on the effective interest method. Interest expenses are included in the ‘Finance Cost’ line item.
The effective interest method is a method of calculating the amortized cost of a financial liability and of allocating interest expense over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash payments (including all fees and points paid or received that form an integral part of the effective interest rate, transaction costs and other premiums or discounts) through the expected life of the financial liability, or (where appropriate) a shorter period, to the amortized cost of a financial liability.
Financial liabilities are classified, at initial recognition and measured at amortizing cost using effective interest method:
• Loans and borrowings
• Payables
All financial liabilities are recognized initially at fair value and in the case of loans and borrowings and payables, are recognized net of directly attributable transaction costs. The Company’s financial liabilities include trade and other payables, loans and borrowings including bank overdrafts, financial guarantee contracts and derivative financial instruments. Life of the financial liability, or (where appropriate) a shorter period, to the amortized cost of a financial liability.
De-recognition of Financial Liabilities
The Company de-recognizes financial liabilities when and only when, the Company’s obligations are discharged, cancelled or have expired. The difference between the carrying amount of the financial liability de-recognized and the consideration paid and payable is recognized in profit and loss.
o. Offsetting of Financial Instruments
Financial assets and financial liabilities are offset and the net amount is reported in the Balance Sheet, if there is a currently enforceable legal right to offset the recognized amounts and there is an intention to settle on a net basis, to realize the assets and settle the liabilities simultaneously.
p. Derivative financial instruments
The Company uses foreign currency forward contracts to hedge its risk associated with foreign currency fluctuations relating to certain firm commitments and highly probable forecast transactions. The Company does not use derivative financial instruments for speculative purposes.
Forwards contracts are initially recognized at fair value on the date the contract is entered into and are subsequently remeasured at fair value at each reporting date. The resulting gain or loss is recognized in the statement of profit and loss.
q. Fair value measurement
Some of the Company’s accounting policies or disclosures require the measurement of fair value for both financial and non-financial assets and liabilities.
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the time of measurement.
The fair value measurement is based on the presumption that the transaction to sell the asset or transfer the liability takes place either:
i. In the principal market for the asset or liability; or
ii. I n the absence of a principal market, in the most advantageous market for the asset or liability.
iii. The principal or the most advantageous market must be accessible by the Company.
All assets and liabilities (for which fair value is measured or disclosed in the financial statements) are categorized within the fair value hierarchy, described as follows, based on the lowest level input that is significant to the fair value measurement as a whole:
Level 1 - Quoted (unadjusted) market prices in active markets for identical assets or liabilities.
Level 2 - Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or indirectly observable other than quoted prices included in Level 1.
Level 3 - Valuation techniques for which the lowest level input that is significant to the fair value measurement is unobservable.
At each reporting date, management analyzes the movements in the values of assets and liabilities which are required to be re-measured or re-assessed as per the Company’s accounting policies. For this analysis, the management verifies the major inputs applied in the latest valuation by agreeing the information in the valuation computation to contracts and other relevant documents.
r. Cash flow statement
Cash flows are reported using the indirect method, whereby profit for the period is adjusted for the effects of transactions of non-cash nature, any deferrals or accruals of operating cash receipts or payments and items of income or expenses associated with investing or financing cash flows. The cash flows from operating, investing and financing activities of the Company are segregated based on the nature of transactions.
s. Earnings per share
Basic earnings per share are calculated by dividing the net profit or loss 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 equity shareholders and the weighted average number of shares outstanding
during the period are adjusted for the effects of all dilutive potential equity shares.
Diluted earnings per share is computed by dividing the profit after tax as adjusted for dividend, interest and other charges to expense or income (net of any attributable taxes) relating to the dilutive potential equity shares, by the weighted average number of equity shares considered for deriving basic earnings per share and the weighted average number of equity shares which would have been issued on the conversion of all dilutive potential equity shares.
Potential equity shares are deemed to be dilutive only if their conversion to equity shares would decrease the net profit per share from continuing operations. Potential dilutive equity shares are deemed to be converted as at the beginning of the period, unless they have been issued at a later date. The dilutive potential equity shares are adjusted for the proceeds receivable had the shares been actually issued at average market value of the outstanding shares. Dilutive potential equity shares are determined independently for each period presented. The number of equity shares and potentially dilutive equity shares are adjusted for share splits/reverse share splits and bonus shares, as appropriate.
t. Dividend to shareholders
Final dividend distributed to Equity shareholders is recognized in the period in which it is approved by the members of the Company in its Annual General Meeting. Interim dividend is recognized
when approved by the Board of Directors at the Board Meeting. Both final dividend and interim dividend are recognized in the Statement of Changes in Equity.
u. Borrowing Cost
Borrowing cost includes interest, amortization of ancillary costs incurred in connection with the arrangement of borrowings and exchange differences arising from foreign currency borrowings to the extent they are regarded as an adjustment to the interest cost. Borrowing costs, if any, directly attributable to the acquisition, construction or production of an asset that necessarily takes a substantial period of time to get ready for its intended use or sale are capitalized, if any. All other borrowing costs are expensed in the period in which they occur.
v. Segment Reporting
Operating segments are reported in a manner consistent with the internal reporting provided to the Chief Operating Decision Maker (CODM) of the Company. The CODM is responsible for allocating resources and assessing performance of the operating segments of the Company.
w. 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.
2. The loan of '1,579 Lakhs was invested by the Company in Xtrasynergy Solutions Private Limited (subsidiary) to run day- to-day business operations in a more efficient manner and to increase the current business of the subsidiary.
3. The loan of '508 Lakhs was invested by the Company in Xtratrust Digisign Private Limited (subsidiary) to run day-to-day business operations in a more efficient manner and to increase the current business of the subsidiary.
4. Loan is repayble on demand.
5. Refer Note 49 for disclosures as required under section 186(4) of the Companies Act, 2013.
Company has issued 3,13,21,360 full paid Bonus Shares having face value of '10 each in the proportion of 4 Bonus Equity Shares for every 1 share held on record date. The Shares were allotted on September 12, 2025 with the record date of September 08, 2025 and were approved in the Shareholders’ meeting held on September 06, 2025.
Company has issued 9,31,400 full paid new Shares having face value of '10 each at a premium of '315 per share. The Shares were issuse on September 28, 2024.
2. Term/rights attached to equity shares
The Company has only one class of shares referred to as equity shares having par value of '10 per share. Each holder of equity share is entitled to one vote per share. The Company declares anmd pays dividend in Indian Rupees. The final dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting, except in case of interim dividend. In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the Company after distribution of all preferential amounts, in the proportion to their shareholding.
3. Buy-Back of Shares
No shares were bought back during years ending on March 31,2026 and March 31,2025.
4. Shares Split
There were No share split during years ending on March 31,2026 and March 31,2025.
5. Shaares reserved for issue under options
No share are reserved for issued under options.
Notes:
1. The General Reserve is used from time to time to transfer profits from retained earning for appropriate purpose. As the general reserves is created be a transfer from one component of equity to another and is not an item of other comprehensive income, items included in the general reserve will not be reclassified subsequently to profit or loss.
2. Retained Earnings represents profit generated and retained by the Company post distribution of dividends to the Equity Shareholders in the respective years. This reserve can be utilized for distribution of dividend by the Company considering the requirements of the Companies Act, 2013.
3. The Capital Reserve was created out of acquisition of additional shares of its subsidiary (Xtranet BPO Private Limited). This reserve is non-distributable reserve and cannot be used for declaration of dividends, bonus issue.
4. The securities premium was created out of the issue of equity shares at premium. This Reserve was utilized for issue of fully paid Bonus Equity Shares.
Note: -
1. Future cash outflows in respect of the above matters are determinable only on receipt of judgements/decisions pending at forums/authorities. The Company does not expect the outcome of the matters stated above to have material adverse impact on the Company’s financial condition, results of operation or cash flows. The Company does not envisage any likely reimbursement in respect of the above.
2. A case under MSMED Act for MSME claim dispute has been filed against the Company for default of '113.00 Lakhs.
3. Indirect Tax liability amounting to '150.00 Lakhs relates to appeal filed by the Company with the GST Appellate Tribunal for the period from FY 2018-2019 to FY 2022-2023.
4. A former employee, Mr. Pradeep Pathak, has filed a claim before the CGIT-cum-Labor Court, Delhi, seeking recovery of '1.18 Lakhs withheld from his full and final settlement and ancillary compensation of '10 Lakhs. The matter relates to a penalty imposed on the Company by CRIS following the employee’s resignation and is currently pending adjudication, with the next hearing scheduled for January 12, 2027.
NOTE 39 - FINANCIAL RISK MANAGEMENT
These financial risk management policies are applied in order to mitigate potential adverse impact on the financial performance. The note below explains how the Company’s exposure to various risks, such as market risk, foreign exchange risk, interest rate risk, credit risk, liquidity risk and capital risk are addressed/mitigated.
Market Risks
1. Foreign Exchange Risk
The Company enters into transactions denominated in foreign currencies. In order to mitigate risk arising on account of foreign currency fluctuations, the Company has set policies with respect to foreign exchange risk management. The Company, wherever applicable have used foreign currency forward contracts to hedge its risk associated with foreign currency fluctuations relating to certain firm commitments and highly probable forecast transactions. Most of the transactions of the Company are in Indian rupees and transactions in foreign currencies are evaluated from the perspective of hedging by a forward cover.
2. Interest Risk Management
The Company funds at fixed interest rates. Hence the Company is not required to determine the sensitivity analysis with regard to interest rate risk.
Credit Risk Management
Credit risk is minimized through conservative credit policy by the Company. Credit insurance is also taken to mitigate the credit risk. The Company sells to both small retailers and large format retailers, giving them a credit period of 30-60 days. The Company mitigates credit risk by strict receivable management procedures and policies. The Company has a dedicated independent team to review credit and monitor collection of receivables on a pan India basis.
i. Trade Receivables
Customer credit risk is managed by following the Group’s established policy, procedures and control relating to customer credit risk management. Credit quality of a customer is assessed based on an extensive credit rating review and individual credit limits are defined in accordance with this assessment. The Group regularly monitors its outstanding customer receivables.
The Group evaluates the concentration of risk with respect to trade receivables as low, as its customers are operating in diverse industries and operate in largely independent markets.
ii. Expected Credit Loss for other financial assets
There are no expected credit losses for financial assets other than trade receivables.
iii. Deposits with banks and other financial assets
Credit risk from balances with banks and financial institutions is managed by the Group’s finance department in accordance with the Group’s policy. Investments of surplus funds are made in bank deposits. The limits are set to minimize the concentration of risks and therefore mitigate financial loss through counter party’s potential failure to make payments.
The Group establishes an allowance for doubtful debts and impairment that represents its estimate of incurred losses in respect of these assets. Balances with banks is subject to low credit risks due to good credit ratings assigned to these banks.
Liquidity Risk Management
The Company has built an appropriate liquidity risk management framework for its short, medium and long-term funding and liquidity requirements. The Company manages liquidity risk by maintaining adequate reserves, banking facilities and reserve borrowing facilities, by continuously monitoring forecast and actual cash flows and matching the maturity profiles of financial assets and financial liabilities.
Interest Rate Risk Management
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. However, the Company is not significantly exposed to interest rate risk as at the respective reporting dates.
Capital Risk Management
The Company manages its capital to ensure that the Company will be able to continue as a going concern while maximizing the return to shareholder through the optimization of the debt and equity balance.
The capital structure of the Company consists of debt, represents the borrowings net of cash and bank balances as disclosed in the respective notes above and total equity of the Company comprising issued share capital and other equity attributable to the shareholders, as disclosed in the statement of changes in equity. The gearing ratio at the end of the financial period is as below:
Note:
1. The above information has been determined to the extent such parties have been identified on the basis of the information available with the Company. This has been relied upon by the auditors.
2. The Company has not recognized interest liability amounting to '268.55 Lakhs for delayed payments to Micro and Small Enterprises under the provisions of the Micro, Small and Medium Enterprises Development Act, 2006 (“MSMED Act”) as at March 31,2026.The management is of the view that the aforesaid liability shall be recognized on actual settlement/ realization basis, considering that the Company has filed legal proceedings against a debtor for recovery of MSME interest receivable aggregating to '2,583.79 Lakhs under the provisions of the MSMED Act. Pending final adjudication and actual recovery of the aforesaid MSME interest receivable claim, no provision has been made in respect of the aforesaid MSME interest liability in the accompanying financial statements.
NOTE 42 - PRIOR PERIOD/STATUTORY LIABILITY RECOGNITION
The Company has not recognized provision for current income tax amounting to '177.73 Lakhs and interest thereon amounting
to '82.59 Lakhs relating to financial year 2024-2025. The Company follows a policy of accounting for such liabilities on
payment basis.
NOTE 43 - DISCLOSURE OF SEGMENT
(a) Information about reportable segments
Basis of identifying operating segments / reportable segments:
(i) Basis of identifying operating segments:
Operating segments are identified as those components of the Group (a) that engage in business activities to earn revenues and incur expenses (including transactions with any of the Group’s other components); (b) whose operating results are regularly reviewed by the Group’s Management Team who are Chief Operating Decision Maker (CODM) to make decisions about resource allocation and performance assessment and (c) for which discrete financial information is available. The accounting policies consistently used in the preparation of this restated consolidated financial information are also applied to record revenue and expenditure in individual segments. Assets, liabilities, revenues and direct expenses in relation to segments are categorized based on items that are individually identifiable to that segment, while other items, wherever allocable, are apportioned to the segment on
an appropriate basis. Certain items are not specifically allocable to individual segments as the underlying services are used interchangeably. The Group therefore believes that it is not practical to provide segment disclosures relating to such items and accordingly such items are separately disclosed as ‘unallocated’.
(ii) Major Customers greater than 10% of total revenue:
Revenues of '8,141.53 Lakhs is derived from two external customers, constituting 10.00% or more individually, mainly from India during the year ended March 31,2026.
3. Debt Service Coverage Ratio is computed by dividing Profit After Tax, Finance Cost & Depreciation Expenses by Interest Expenses, Lease Payments & Principal Repayments
4. Return on Equity is computed by dividing Profit After Tax numbers by average shareholders fund
5. Inventory Turnover Ratio is computed by dividing Cost of Goods Sold by Average Stock {{Opening Closing Stock}/2}
6. Trade Receivables Turnover Ratio is computed by dividing Revenue from Operations by Average Sundry Debtors including Accrued Income
7. Trade Payables Turnover Ratio is computed by dividing Other Expenses by Average Sundry Creditors including Accrued Expenses
8. Net Capital Turnover Ratio is computed by dividing Total Revenue by Working Capital
9. Net Profit Ratio is computed by dividing Profit After Tax by Total Revenue
10. Return on Capital Employed is computed by dividing Earning Before Interest and Tax by Capital Employed
11. Return on Investment is computed by dividing Profit After Tax by Capital Invested (Capital Employed - Cash & Cash Equivalents)
12. Economies of Volume, Better utilization of Cash flows and Resources
NOTE 46 - ADDITIONAL REGULATORY INFORMATION REQUIRED BY SCHEDULE III TO THE COMPANIES ACT, 2013
1. The Company does not have any benami property held in its name. No proceedings have been initiated on or are pending against the Company for holding benami property under the Benami Transactions (Prohibition) Act, 1988 (Act No. 45 of 1988) and Rule made thereunder.
2. The Company has not been declared willful defaulter by any bank or financial institution or other lender or government or any government authority from where Company has availed banking facilities.
3. The Company has complied with the requirement with respect to number of layers prescribed under section 2(87) of the Companies Act, 2013 read with the Companies (Restriction on number of layers) Rules, 2017.
4. Utilization of borrowed funds and share premium
4.1. 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.
4.2. 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.
5. 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.
6. The Company has not traded or invested in crypto currency or virtual currency during the year.
7. The Company does not have any charges or satisfaction of charge which is yet to be registered with Registrar of Companies beyond the statutory period.
NOTE 47
The Accounts of the Company have been prepared on “going concern basis”. The Board of Directors are of the Opinion that the Current Assets, Loans and Advances have realization value of an amount equivalent to their stated carrying values.
NOTE 48
As required u/s 186(4) of Companies Act 2013, particulars of investments made are given in Note 7
NOTE 49
The Company does not have any transactions with companies which are struck off under section 248 of the Companies Act, 2013 or section 560 of the Companies Act, 1956.
NOTE 50
The Company has not entered into any scheme of arrangement which has an accounting impact in current or previous financial year.
NOTE 51
The quarterly returns comprising stock and book debts statements filed by the Company with such banks and financial institutions are in agreement with the books of accounts of the Company of the respective quarters.
NOTE 52
The Company has not entered into any agreements for loans or advances to the directors, promoters, KMP’s and related parties where either loans and advances repayable on demand or without specifying any terms of period of payment except as stated in Note 7 of these financial statements.
NOTE 53
Previous year’s figures have been regrouped/reclassified wherever necessary to correspond current year’s classification/ disclosures.
NOTE 54
The standalone financial statements were approved for issue by the Board of Directors at their meeting held on June 16, 2026.
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