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Motilal Oswal Financial Services Ltd. Notes to Accounts
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You can view the entire text of Notes to accounts of the company for the latest year
Market Cap. (Rs.) 57541.04 Cr. P/BV 5.39 Book Value (Rs.) 178.20
52 Week High/Low (Rs.) 1064/513 FV/ML 1/1 P/E(X) 23.00
Bookclosure 01/02/2025 EPS (Rs.) 41.73 Div Yield (%) 0.52
Year End :2025-03 

2.13 Provisions and contingencies:

Provisions are recognised when the Company has a present obligation (legal or constructive) as a result
of a past event, it is probable that an outflow of resources embodying economic benefits will be required
to settle the obligation and a reliable estimate can be made of the amount of the obligation. Provisions are
measured at the best estimate of the expenditure required to settle the present obligation at the reporting
date.

Provisions are determined by discounting the expected future cash flows (representing the best estimate of
the expenditure required to settle the present obligation at the balance sheet date) at a pre-tax rate that
reflects current market assessments of the time value of money and the risks specific to the liability. The
unwinding of the discount is recognized as finance cost. Expected future operating losses are not provided
for.

Contingent liabilities are 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 or a present obligation that arises from past events where it is
either not probable that an outflow of resources will be required to settle the obligation or a reliable estimate
of the amount cannot be made. Contingent assets are neither recognised nor disclosed in the financial
statements.

2.14 Employee benefits

(i) Short-term obligations

Short-term employee benefits are recognized as an expense at the undiscounted amount in the
Statement of Profit and Loss for the year in which the related services are rendered. The Company
recognises the costs of bonus payments when it has a present obligation to make such payments as
a result of past events and a reliable estimate of the obligation can be made.

Compensated absences

The Company does not have a policy of encashment of unavailed leaves for its employees but are
permitted to carry forward subject to a prescribed maximum day. Provision is made on actual basis for
expected cost of accumulating compensated absences as a result of unused leave entitlement which
has accumulated as at the balance sheet date.

(ii) Post-employment obligations
Defined contribution plan:

Contribution paid/payable to the recognised provident fund and Employee State Insurance Corporation,
which is a defined contribution scheme, is charged to the Statement of Profit and Loss in the period in
which they occur.

Defined benefits plan:

Gratuity is post-employment benefit and is in the nature of defined benefit plan. The liability recognised
in the Balance Sheet in respect of gratuity is the present value of defined benefit obligation at the
Balance Sheet date together with the adjustments for unrecognised actuarial gain or losses and the
past service costs. The defined benefit obligation is calculated at or near the Balance Sheet date by
an independent actuary using the projected unit credit method. Actuarial gains and losses comprise
experience adjustment and the effects of changes in actuarial assumptions are recognized in the period
in which they occur, directly in other comprehensive income. They are included in retained earnings in
the statement of changes in equity and in the balance sheet.

National Pension Scheme and Employee State Insurance Corporation:

Contribution paid/payable to the recognised NPS and ESIC, which is a defined contribution scheme, is
charged to the Statement of Profit and Loss in the period in which they occur.

(iii) Other long-term employee benefits obligations
Heritage club benefit:

Heritage club benefits are recognised as liability at the present value of defined benefits obligation as
at the Balance Sheet date. The defined obligation benefit is calculated at the Balance Sheet date by
an independent actuary using the projected unit credit method.

2.15 Share-based payments
Employee Stock Option Scheme (ESOS)

The Employees Stock Options Scheme ("the Scheme") has been established by the Company. The Scheme
provides that employees are granted an option to subscribe to equity share of the Company that vests
on the satisfaction of vesting conditions. The fair value of options granted under ESOS is recognized as an
employee benefits expense with a corresponding increase in equity. The total amount to be expensed is
determined reference to the fair value of the options granted excluding the impact of any service conditions.
Information about the valuation techniques and inputs used in determining the sale value of assets and
liabilities disclosed in note 53.

The total expense is recognized over the vesting period, which is the period over which all of the specified
vesting conditions are to be satisfied. At the end of each period, the entity revises its estimates of the number
of options that are expected to vest based on the service conditions. It recognizes the impact of the revision
to original estimates, if any, in Statement of profit and loss, with a corresponding adjustment to equity.

The stock options of the Subsidiary Company, granted to employees pursuant to the Company's Stock
Options Schemes, are measured at the fair value of the options at the grant date as per Black and Scholes
model. The fair value of the options is treated as discount and accounted as employee compensation cost,
with a corresponding increase in other equity, over the vesting period on a straight line basis. The amount
recognised as expense in each year is arrived at based on the number of grants expected to vest. If a grant
lapses after the vesting period, the cumulative discount recognised as expense, with a corresponding increase
in other equity, in respect of such grant is transferred to the General reserve within other equity.

2.16 Foreign currency translation

(i) Functional and presentation currency

Items included in financial statements of the Company are measured using the currency of the primary
economic environment in which the Company operates ('the functional currency'). The financial
statements are presented in Indian rupee (INR), which is MOFSL's functional and presentation currency.

(ii) Translation and balances

Foreign currency transactions are translated into the functional currency using the exchange rates
at the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of
such transactions and from the translation of monetary assets and liabilities denominated in foreign
currencies at year end exchange rates are recognized in Statement of profit and loss.

Non-monetary items that are measured at fair value in a foreign currency are translated using the
exchange rates at the date when the fair value was determined. Translation differences on assets and
liabilities carried at fair value are reported as part of the fair value gain or loss. For example, translation
differences on non - monetary assets and liabilities such as equity instruments held at fair value through
profit or loss are recognized in Statement of profit and loss as part of the fair value gain or loss and
translation differences on non-monetary assets such as equity investments classified as FVOCI are
recognized in other comprehensive income.

2.17 Dividends

Provision is made for the amount of any dividend declared, being appropriately authorized and no longer
at the discretion of the entity, on or before the end of the reporting period but not distributed at the end of
the reporting period.

2.18 Earnings per share

a) Basic earnings per share

Basic earnings per share is calculated by dividing the net profit for the period (excluding other
comprehensive income) attributable to equity share holders of the Company by the weighted average
number of equity shares outstanding during the financial year, adjusted for bonus element in equity
shares issued during the year.

b) Diluted earnings per share

Diluted earnings per share is computed by dividing the net profit for the period attributable to equity
shareholders by the weighted average number of shares outstanding during the period as adjusted
for the effects of all diluted potential equity shares except where the results are anti-dilutive.

2.19 Borrowing Costs

Expenses related to borrowing cost are accounted using effective interest rate. Borrowing costs are interest
and other costs (including exchange differences relating to foreign currency borrowings to the extent that
they are regarded as an adjustment to interest costs) incurred in connection with the borrowing of funds.
Borrowing costs directly attributable to acquisition or construction of an asset which necessarily take a
substantial period of time to get ready for their intended use are capitalised as part of the cost of that asset.
Other borrowing costs are recognised as an expense in the period in which they are incurred. The difference
between the discounted amount mobilised and redemption value of commercial papers is recognised in
the statement of profit and loss over the life of the instrument using the EIR.

2.20Rounding of amounts

All amounts disclosed in the financial statements and notes have been rounded off to the nearest lakhs as
per the requirements.

2.21 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.

3. KEY ACCOUNTING ESTIMATES AND JUDGEMENTS

The preparation of financial statements requires management to make judgments, estimates and assumptions in
the application of accounting policies that affect the reported amounts of assets, liabilities, income and expenses.
Actual results may differ from these estimates. Estimates and underlying assumptions are reviewed on ongoing
basis. Any changes to accounting estimates are recognized prospectively.

Information about critical judgments in applying accounting policies, as well as estimates and assumptions
that have the most significant effect on the amounts recognised in the financial statements are included in the
following notes:

(a) Business Model Assessment:

Classification and measurement of financial assets depends on the results of the SPPI (Solely Payments of
Principal and Interest) and the business model test. The Company determines the business model at a level
that reflects how groups of financial assets are managed together to achieve a particular business objective.
This assessment includes judgement reflecting all relevant evidence including how the performance of the
assets is evaluated and their performance measured, the risks that affect the performance of the assets
and how these are managed. The Company monitors financial assets measured at amortised cost or fair

value through other comprehensive income that are derecognised prior to their maturity to understand the
reason for their disposal and whether the reasons are consistent with the objective of the business for which
the asset was held. Fair value through profit or loss (FVTPL), where the assets are managed in accordance
with an approved investment strategy that triggers purchase and sale decisions based on the fair value of
such assets. Such assets are subsequently measured at fair value, with unrealised gains and losses arising
from changes in the fair value being recognised in the standalone statement of profit and loss in the period
in which they arise.

(b) Provision and contingent liability:

On an ongoing basis, Company reviews pending cases, claims by third parties and other contingencies. For
contingent losses that are considered probable, an estimated loss is recorded as an accrual in financial
statements. Loss Contingencies that are considered possible are not provided for but disclosed as Contingent
liabilities in the financial statements. Contingencies the likelihood of which is remote are not disclosed in the
financial statements. Gain contingencies are not recognized until the contingency has been resolved and
amounts are received or receivable.

(c) Effective Interest Rate (EIR) Method:

The Company's EIR methodology, recognises interest income / expense using a rate of return that represents
the best estimate of a constant rate of return over the expected behavioral life of loans given / taken and
recognises the effect of potentially different interest rates at various stages and other characteristics of the
financial instruments.

This estimation, by nature, requires an element of judgment regarding the expected behavior and life-cycle
of the instruments, as well expected changes to India's base rate and other fee income/ expense that are
integral parts of the instrument.

(d) Allowance for impairment of financial asset:

The Company applies expected credit loss model (ECL) for measurement and recognition of impairment
loss. The Company recognises lifetime expected losses for all contract assets and / or all trade receivables
that do not constitute a financing transaction. At each reporting date, the Company assesses whether
the loans have been impaired. The Company is exposed to credit risk when the customer defaults on his
contractual obligations. For the computation of ECL, the loan receivables are classified into three stages
based on the default and the aging outstanding. The Company recognises life time expected credit loss
for trade receivables and has adopted simplified method of computation as per Ind AS 109. The Company
considers outstanding overdue for more than 90 days for calculation of expected credit loss.

(e) Recognition of deferred tax assets:

Deferred tax assets are recognised for unused tax-loss carry forwards and unused tax credits to the extent
that realisation of the related tax benefit is probable. The assessment of the probability with regard to the
realisation of the tax benefit involves assumptions based on the history of the entity and budgeted data for
the future.

(f) Defined benefit plans:

The cost of defined benefit plans and the present value of the defined benefit obligations are based on
actuarial valuation using the projected unit credit method. An actuarial valuation involves making various
assumptions that may differ from actual developments in the future. These include the determination of the
discount rate, future salary increases and mortality rates. Due to the complexities involved in the valuation
and its long - term nature, a defined benefit obligation is highly sensitive to changes in these assumptions.
All assumptions are reviewed at each reporting date.

(g) Share based payment:

The Company account for share based payment by measuring and recognizing as compensation expense
the fair value of all share-based payment awards made to employees based on estimated grant date
fair values. The determination of fair value involves a number of significant estimates. The Company uses
the Black Scholes option pricing model to estimate the value of employee stock options which requires a
number of assumptions to determine the model inputs. These include the expected volatility of Company's
stock and employee exercise behavior which are based on historical data as well as expectations of future
developments over the term of the option. As stock-based compensation expense is based on awards
ultimately expected to vest. Management's estimate of exercise is based on historical experience but actual
exercise could differ materially as a result of voluntary employee actions and involuntary actions which would
result in significant change in our share based compensation expense amounts in the future.

(h) Property, plant and equipment and Intangible Assets:

Management reviews the estimated useful lives and residual values of the assets annually in order to
determine the amount of depreciation to be recorded during any reporting period. The useful lives and
residual values as per schedule II of the Companies Act, 2013 or are based on the Company's historical
experience with similar assets and taking into account anticipated technological changes, whichever is
more appropriate.

(i) Leases:

The Company evaluates if an arrangement qualifies to be a lease as per IND AS 116.

- The Company determines lease term as a non-cancellable period of a lease, together with both the
period covered by an option to extend the lease if the Company is reasonably certain to exercise lessee
options.

- The determination of the incremental borrowing rate used to measure lease liabilities.

4. RECENT ACCOUNTING DEVELOPMENTS

Ministry of Corporate Affairs ("MCA") notifies new standards or amendments to the existing standards under
Companies (Indian Accounting Standards) Rules as issued from time to time. For the year ended March 31, 2025,
MCA has not notified any new standards or amendments to the existing standards applicable to the Company.

* Term loans from financial institutions are secured against loans (Margin trading facility) of the Company,
repayable on maturity dated 08 April 2025 (rate of interest is 9.15%).

**Demand loans from banks are secured against the property, plant and equipment, investments, fixed
deposits, loans(Margin trading facility) and trade receivables of the Company.

Rate of interest is ranging from 8.15 % to 9.90%"

# Rate of interest is ranging from 11.00 % to 13.00 % (Repayable on demand)

Note:

i) During the year the company has not defaulted in repayment of principal and interest.

ii) There are no borrowings (other than debt securities) which are at FVTPL or are designated at FVTPL.

24.1 Terms/rights attached to shares
Equity shares :

The Company has one class of equity shares having a par value of Re. 1 each (previous year: having a par
value of Re. 1 each). Each holder of equity shares is entitled to one vote per share. In the event of liquidation
of the Company, the holder of the equity shares will be entitled to receive any of the remaining assets of the
Company, after distribution of all the preferential amounts. However, no such preferential amounts exists
currently. The distribution will be in proportion to the number of equity shares held by the shareholders. The
Company declares and pays dividend in Indian rupees. The dividend proposed by the Board of Directors is
subject to the approval of shareholders in the ensuing Annual General Meeting.

During the year ended 31 March 2025, dividend recognized as distribution to equity shareholders was r 5 per
share for year ended 31 March 2025. The total dividend appropriated amounts to r29,964 lakhs (Previous
Year: r25,233 lakhs).

24.5 i) Pursuant to the approval of the Board of Directors and Shareholders of the Company vide their Resolutions
dated April 26, 2024 and May 30, 2024, respectively, the Finance Committee of the Board of Directors of
the Company at their Meeting held on June 11, 2024 had allotted 44,77,82,709 Bonus Equity Shares to the
eligible Shareholders of the Company, in the ratio of 3:1 i.e. 3 (Three) new fully paid-up Equity Shares of Re.
1/- (Rupee One Only) each for every 1 (One) existing fully paid-up Equity Share of Re. 1/- (Rupee One Only)
each.Consequent to the increase in the Paid-up Share Capital, the Earnings Per Share (Basic and Diluted)
have been adjusted for the previous year and presented in accordance with IND AS 33 - Earnings Per Share.

ii) In the financial year 2022-23 the Company has bought back 14,54,545 fully paid-up shares by
capitalisation of securities premium.

iii) In the financial year 2020-21 the Company has bought back 19,09,144 fully paid-up shares by capitalisation
of securities premium. Further, 18,68,445 shares were alloted for consideration other than cash and also
8,63,74,063 shares were reissued pursuant to the Scheme of Arrangement.

Capital Redemption reserve

The capital redemption reserve is created to be utilised towards redemption of preference shares and it also
includes addition arising on account of buyback of shares. The reserve will be utilised in accordance with
provision of the Companies Act, 2013.

Capital reserve

Capital reserve is created by capital profits of the company which is not kept for distribution to the
shareholders in the form of dividend. It has been created during the Business Combinations in earlier periods.

Securities Premium

Security premium account is use to record the premium received on issue of shares and it also includes
transfer from ESOS reserve when the options are exercised . The reserve will be utilised in accordance with the
provisions of the Companies Act, 2013.

Share based payment reserve

Share based payment expense pertains to outstanding portion of the option not yet exercised.

General reserve

The general reserve is used from time to time to transfer profits from retained earnings for appropriation
purposes. As the general reserve is created by 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 statement of profit and loss.

Retained earnings

Retained earnings represents surplus/accumulated earnings of the Company and are available for distribution
to shareholders.

Other comprehensive income

Other comprehensive income consist of gain /(loss) of equity instruments carried through FVTOCI.

(a) Guarantees and securities given

The Company has provided bank guarantees aggregating to r 2,97,245 lakhs (Previous year: r 2,80,003 lakhs)
as on 31 March 2025 for the following purposes to:

i) National Stock exchange - r 2,37,265 lakhs (Previous year: r 2,24,143 lakhs) for meeting margin requirements.

ii) NCDEX -r Nil (Previous year: r 2,500 lakhs) for meeting margin requirements.

iii) MCX - r 59,900 lakhs (Previous year: r 51,800 lakhs) for meeting margin requirements.

iv) Hindalco Industries Limited - r Nil (Previous year: r 1,500 lakhs) for margin deposit.

v) Municipal Corporation of Greater Mumbai - r 25 lakhs (Previous year: r5 lakhs) for security deposit.

vi) Bombay High Court - r55 Lakhs (Previous year: 55 lakhs) for security deposit

(b) Demand in respect of income tax matters for which appeal is pending is r 4,479 lakhs (Previous year: ri,919
lakhs).This is disputed by the Company and hence not provided for in the books of accounts. The Company
has paid demand by way of deposit (this amount doesn't include Income Tax refund adjusted against
demand raised) of ri92 lakhs (Previous year r 192 lakhs) till date. Above liability does not include interest and
penalty, if any as it depends on the outcome of the demand, which are not ascertainable at present.

The Company is contesting the demands and the management believes that its position will likely be upheld
in the appellant process. No tax expenses has been accrued in the financial statement for the tax demand
raised. The management believes that ultimate outcome of this proceeding will not have a material adverse
effect on the Company's financial position and results of operations.

NOTE 53: DISCLOSURE RELATING TO EMPLOYEE STOCK OPTION PURCHASE PLAN

Details of stock options : The Company has five employees stock option schemes

Motilal Oswal Financial Services Limited -Employees Stock Option Scheme -V (ESOS-V)

The Scheme was approved by Board of Directors on 18 October 2007 and by the shareholders on 4 December 2007
by postal ballot and is for issue of 25,00,000 options representing 25,00,000 Equity shares of Re. 1 each. Further,
pursuant to the Bonus Issue approved by the Board of Directors on 26 April 2024 and by the Shareholders on 30
May 2024 through Postal Ballot, the Stock Exchages has issued additional in-principle approval for issuance of
51,750 Options representing 51,750 Equity Shares of Re. 1 each.

Motilal Oswal Financial Services Limited -Employees Stock Option Scheme -VI (ESOS-VI)

"The Scheme was approved by Board of Directors on 21 April 2008 and by the shareholders in AGM dated 08 July
2008 and is for issue of 50,00,000 options representing 50,00,000 Equity shares of Re. 1 each.

Further, pursuant to the Bonus Issue approved by the Board of Directors on 26 April 2024 and by the Shareholders
on 30 May 2024 through Postal Ballot, the Stock Exchages has issued additional in-principle approval for issuance
of 2,20,155 Options representing 2,20,155 Equity Shares of Re. 1 each"

Motilal Oswal Financial Services Limited -Employees Stock Option Scheme -VII (ESOS-VII)

"The Scheme was approved by Board of Directors on 19 July 2014 and by the shareholders in AGM dated 22 August
2014 and is for issue of 25,00,000 options representing 25,00,000 Equity shares of Re. 1 each.

Further, pursuant to the Bonus Issue approved by the Board of Directors on 26 April 2024 and by the Shareholders
on 30 May 2024 through Postal Ballot, the Stock Exchages has issued additional in-principle approval for issuance
of 10,29,300 Options representing 10,29,300 Equity Shares of Re. 1 each"

Motilal Oswal Financial Services Limited -Employees Stock Option Scheme -VIII (ESOS-VIII)

"The Scheme was approved by Board of Directors on 27 April 2017 and by the shareholders in AGM dated 27 July
2017 and is for issue of 30,00,000 options representing 30,00,000 Equity shares of Re. 1 each.

Further, pursuant to the Bonus Issue approved by the Board of Directors on 26 April 2024 and by the Shareholders
on 30 May 2024 through Postal Ballot, the Stock Exchages has issued additional in-principle approval for issuance
of 55,20,825 Options representing 55,20,825 Equity Shares of Re. 1 each"

Motilal Oswal Financial Services Limited -Employees Stock Option Scheme -IX (ESOS-IX)

"The Scheme was approved by Board of Directors on 29 April 2021 and by the shareholders in AGM dated 09
August 2021 and is for issue of 30,00,000 options representing 30,00,000 Equity shares of Re. 1 each.

Further, pursuant to the Bonus Issue approved by the Board of Directors on 26 April 2024 and by the Shareholders
on 30 May 2024 through Postal Ballot, the Stock Exchages has issued additional in-principle approval for issuance
of 71,05,788 Options representing 71,05,788 Equity Shares of Re. 1 each"

Motilal Oswal Financial Services Limited -Employees Stock Option Scheme -X (ESOS-X)

The Scheme was approved by Board of Directors on 26 April 2024 and by the shareholders on 30 May 2024 thorugh
Postal Ballot for issue of 30,00,000 options representing 30,00,000 Equity shares of Re. 1 each.Further, pursuant to
the Bonus Issue approved by the Board of Directors on 26 April 2024 and by the Shareholders on 30 May 2024
through Postal Ballot, the Stock Exchages has issued additional in-principle approval for issuance of 1,20,00,000
Options representing 1,20,00,000 Equity Shares of Re. 1 each.

The Company pays taxes according to the rates applicable in India. Most taxes are recorded in the income
statement and relate to taxes payable for the reporting period (current tax), but there is also a charge or credit
relating to tax payable for future periods due to income or expenses being recognised in a different period for tax
and accounting purposes (deferred tax). Tax is charged to equity when the tax benefit exceeds the cumulative
income statement expense on share plans. The Company provides for current tax according to the tax laws of
India using tax rates that have been enacted or substantively enacted by the balance sheet date. Management
periodically evaluates positions taken in tax returns in respect of situations in which applicable tax regulation is
subject to interpretation. It establishes provisions, where appropriate, on the basis of amounts expected to be
paid to the tax authorities. Deferred tax is provided, using the liability method, on temporary differences at the
reporting date between the tax bases of assets and liabilities and their carrying amounts for financial reporting
purposes. Deferred tax is recognised in respect of all temporary differences that have originated but not reversed
at the balance sheet date, where transactions or events that result in an obligation to pay more tax in the future
or a right to pay less tax in the future have occurred at the balance sheet date. A deferred tax asset is recognised
when it is considered recoverable and therefore recognised only when, on the basis of all available evidence, it
can be regarded as probable that there will be suitable taxable profits against which to recover carried forward
tax losses and from which the future reversal of underlying temporary differences can be deducted. Deferred tax
is measured at the average tax rates that are expected to apply in the periods in which the temporary differences
are expected to reverse, based on tax rates and laws that have been enacted or substantively enacted by the
balance sheet date.

Level 1: The fair value of financial instruments traded in active markets (such as publicly traded derivatives,
and equity securities) is based on quoted market prices at the end of the reporting period. The quoted market
price used for financial assets held by the group is the current bid price. These instruments are included in
level 1.

Level 2: The fair value of financial instruments that are not traded in an active market (for example, over-
the-counter derivatives) is determined using valuation techniques which maximise the use of observable
market data and rely as little as possible on entity-specific estimates. If all significant inputs required to fair
value an instrument are observable, the instrument is included in level 2.

Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is
included in level 3. This is the case for unlisted equity securities and investment in private equity funds, real
estate funds.

II. Valuation techniques used to determine fair value

Specific valuation techniques used to value financial instruments include :

• Quoted equity investments - Quoted closing price on stock exchange

• Mutual fund - net asset value of the scheme

• Alternative investment funds - net asset value of the scheme

• Unquoted equity investments - price multiples of comparable companies.

• Private equity investment fund - NAV of the audited financials of the funds.

• Real estate fund - net asset value, based on the independent valuation report or financial statements
of the company."

III. Financial instruments not measured at fair value

Financial assets not measured at fair value includes cash and cash equivalents, trade receivables, loans
and other financial assets. These are financial assets whose carrying amounts approximate fair value, due
to their short-term nature.

Additionally, financial liabilities such as trade payables and other financial liabilities are not measured at
FVTPL, whose carrying amounts approximate fair value, because of their short-term nature.

Fair value measurements using significant unobservable inputs (level 3)

Company has operations in India. Whilst risk is inherent in the Company's activities, it is managed through
an integrated risk management framework, including on-going identification, measurement and monitoring,
subject to risk limits and other controls. This process of risk management is critical to the Company's continuing
profitability and each individual within the Company is accountable for the risk exposures relating to his or her
responsibilities. The Company is exposed to credit risk, liquidity risk and market risk. It is also subject to various
operating and business risks.

A. Credit risk

Credit risk is the risk that the Company will incur a loss because its customers or counterparties fail to
discharge their contractual obligation. The Company manages and controls credit risk by setting limits on
the amount of risk it is willing to accept for individual counterparties, and by monitoring exposures in relations
to such limits.

The maximum exposure to credit risk for each class of financial instruments is the carrying amount of that
class of financial instruments presented in the financial statements. The Company's major classes of financial
assets are cash and cash equivalents, loans, investment in mutual fund units, term deposits, trade receivables
and security deposits.

Deposits with banks are considered to have negligible risk or nil risk, as they are maintained with high rated
banks/financial institutions as approved by the Board of directors.

Investments primarily include investment in liquid mutual fund units that are marketable securities of eligible
financial institutions for a specified time period with high credit rating given by domestic credit rating agencies.

The management has established accounts receivable policy under which customer accounts are regularly
monitored. The Company has a dedicated risk management team, which monitors the positions, exposures
and margins on a continuous basis."

Following provides exposure to credit risk for trade receivables and Loans.

The financial instruments covered within the scope of ECL include financial assets measured at amortised
cost such as trade receivables and loans.

Trade Receivables :

The loss allowance has been measured using lifetime ECL except for financial assets on which there has been
no significant increase in credit risk since initial recognition. At each reporting date, the Company assesses
whether financial assets carried at amortised cost is credit-impaired. A financial asset is credit- impaired
when one or more events that have a detrimental impact on the estimated future cash flows of the financial
asset have occurred since initial recognition.

A simplified approach has been considered for measuring expected credit losses (ECLs) of trade receivables
at an amount equal to lifetime ECLs. The ECLs on trade receivables are calculated based on actual historic
credit loss experience over the preceding three to five years on the total balance of trade receivables. For
the purpose of computation of ECL, the term default implies an event where amount due towards margin
requirement and / or mark to market losses for which the client was unable to provide funds / collaterals to
bridge the shortfall, the same is termed as margin call triggered.

Based on the Industry practices and business environment in which the entity operates, Management
considers unsecured receivables as default if the payment is overdue for more than 90 days for direct
customer. For franchisee customers, Aggregate of unsecured receivables as reduced by Franchisee deposit/
future brokerages are considered as default. Management would also consider balance in client's family
accounts and collaterals in form other than the securities while considering the secured position of the
client. Management would also consider impairment on client balance which are unsecured and overdue
for less than 90 days on case to case basis, based on their scope of recoverability. For litigation cases,
management could provide enhanced provision if the probability of outflow of economic resource is higher.
If there are specific cases which are overdue for more than 90 days and the management is very confident
of its recovery in near future, impairment loss would not be provided for such cases based on the approval
of business head for each reporting period. Probability of default (pd) on these receivables is considered at
100% and treated as credit impaired.

Loans:

Loans includes Margin Trading Facility(MTF), Loans to staff and loans to subsidiaries for which staged approach
is taken into consideration for determination of ECL.

Stage 1.

All positions in the MTF loan book are considered as stage 1 asset for computation of expected credit loss.
For exposures where there has not been a significant increase in credit risk since initial recognition and that
is not credit impaired upon origination. Margin trading facility, Loans to subsidiaries and loans to staff are
considered in stage 1 for determination of ECL. Exposure to credit risk in stage 1 is computed considering
historical probability of default, market movements and macro-economic environment.

Stage 2.

Exposures under stage 2 include overdues up to 90 days pertaining to principal amount, interest and any
other charges on the MTF loan book which are unsecured. While arriving at the secured position of the
client, management would also consider balance in client's family accounts, securities in other segment
and collaterals in form other than the securities while considering the secured position of the client. At
each reporting date, the Company assesses whether there has been a significant increase in credit risk for
financial assets since initial recognition. In determining whether credit risk has increased significantly since
initial recognition, the Company uses days past due information and other qualitative factors to assess
deterioration in credit quality of a financial asset.

For credit exposures where there has been a significant increase in credit risk since initial recognition but
that are not credit impaired, a lifetime ECL is recognised.

Stage 3.

Exposures under stage 3 include overdues past 90 days pertaining to principal amount, interest and any
other charges on MTF loan book which are unsecured.

Financial assets are assessed as credit impaired when one or more events that have a detrimental impact
on the estimated future cash flows of the asset have occurred. For financial assets that have become credit
impaired, a lifetime ECL is recognised.

Following table provide information about exposure to credit risk and ECL on Margin Trading Facility loans.

B. Liquidity risk

Liquidity risk is the risk that the entity will encounter difficulty in meeting the obligations associated with its
financial liabilities that are settled by delivering cash or another financial asset. The entity's approach to
managing liquidity is to ensure, as far as possible, that it will have sufficient liquidity to meet its liabilities when
they are due, under both normal and stressed conditions, without incurring unacceptable losses or risking
damage to the entity's reputation.

Prudent liquidity risk management requires sufficient cash and marketable securities and availability of
funds through adequate committed credit facilities to meet obligations when due and to close out market
positions.

The Company has a view of maintaining liquidity with minimal risks while making investments. The Company
invests its surplus funds in short term liquid assets in bank deposits and liquid mutual funds. The Company
monitors its cash and bank balances periodically in view of its short term obligations associated with its
financial liabilities.

Refer Note 58 For analysis of maturities of financial assets and financial liabilities.

C. Market Risk

Market risk is the risk that the fair value or future Cash flows of a financial instrument will fluctuate because
of changes in market prices. The objective of market risk management is to manage and control market
risk exposures within acceptable parameters, while optimizing the return.

(i) 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.

Foreign currency risk management

In respect of the foreign currency transactions, the company does not hedge the exposures since the
management believes that the same is insignificant in nature and will not have a material impact on
the Company.

The company's exposure to foreign currency risk at the end of reporting period is shown in note 49

(ii) Interest rate risk

The Company is exposed to Interest risk if the fair value or future cash flows of its financial instruments
will fluctuate as a result of changes in market interest rates. Fair value interest rate risk is the risk of
changes in fair values of fixed interest bearing investments because of fluctuations in the interest rates.

The Company's interest rate risk arises from interest bearing deposits with bank and loans given to
customers. Such instruments exposes the Company to fair value interest rate risk. Management believe
that the interest rate risk attached to this financial assets are not significant due to the nature of this
financial assets.

Interest rate risk exposure

The exposure of the Company's borrowing to interest rate changes at the end of the reporting period
are as follows:

Sensitivity

Profit or loss is sensitive to higher/lower interest expense from borrowings as a result of changes in
interest rates.

The following table demonstrates the sensitivity to a reasonably possible change in interest rates (all
other variables being constant) of the Company's statement of profit and loss and equity.

NOTE 57: CAPITAL MANAGEMENT
Risk management

The company's objectives when managing capital are to:

• 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

• Maintain an optimal capital structure to reduce the cost of capital."

The capital composition is as follows:

NOTE 59: REVENUE FROM CONTRACT WITH CUSTOMERS

The Company derives revenue primarily from the share broking business. Its other major revenue sources are
the Portfolio management fees and comm/ission income and Interest income.

1. Disaggregate revenue information

The table below presents disaggregate revenues from contracts with customers for the year ended 31 March

2025 and 31 March 2024. The Company believes that this disaggregation best depicts how the nature, amount,

timing and uncertainty of revenue and cash flows are affected by market and other economic factors.

Nature of Services

(a) Broking Income - Income from services rendered as a broker is recognised upon rendering of the services,
in accordance with the terms of contract.

(b) Portfolio management fees and commission income - Fees for subscription based services are received
periodically but are recognised as earned on a pro-rata basis over the term of the contract. Commissions
from distribution of financial products are recognised upon allotment of the securities to the applicant
or as the case may be. Commissions and fees recognised as aforesaid are exclusive of goods and
service tax, securities transaction tax, stamp duties and other levies by SEBI and stock exchanges.

(c) Interest Income - Interest is earned on delayed payments from clients and amounts funded to them as
well as term deposits with banks..Interest income is recognised on a time proportion basis taking into
account the amount outstanding from customers or on the financial instrument and the rate applicable.

(d) Depository Income-Income from services rendered on behalf of depository is recognised upon rendering
of the services, in accordance with the terms of contract."

Nature, timing of satisfaction of the performance obligation and significant payment term:.

(i) Income from services rendered as a broker is recognised upon rendering of the services.

(ii) Fees for subscription based services are received periodically but are recognised as earned on a pro¬
rata basis over the term of the contract.

(iii) Commissions from distribution of financial products are recognised upon allotment of the securities to
the applicant or as the case may be, on issue of the insurance policy to the applicant.

(iv) Interest is earned on delayed payments from clients and amounts funded to them as well as term
deposits with banks.

(v) Interest income is recognised on a time proportion basis taking into account the amount outstanding
from customers or on the financial instrument and the rate applicable.

(vi) Income from services rendered on behalf of depository is recognised upon rendering of the services, in
accordance with the terms of contract.

The above services are point in time in nature, and no performance obligation remains once the transaction

is executed.

Fees for subscription based services are received periodically but are recognised as earned on a pro-rata

basis over the term of the contract, and are over the period in nature.

The Company received Corporate Agency (CA) License from the Insurance Regulatory and Development
Authority of India (IRDAI) on 11 July 2018.The Company entered into agreements with various insurance partners
as a Corporate Agent and commission income during the year as disclosed above.

NOTE 62 : DISCLOSURE PERTAINING TO QUARTELY STATEMENT FILED WITH BANKS OR FINANCIAL
INSTITUTIONS

The Company has availed of the facility (Secured Borrowings) from the lenders interalia on the condition that,
the company shall provide or create or arrange to provide or have created, security interest by way of a first pari
passu charge of the receivables and loans.

Details reported in the quarterly statement / revised quarterly returns and as per the books of
accounts in the financial year 2024 - 2025

The Company had made quarterly submissions to banks or financial institutions or debenture trustees, however, no
discrepancies were noticed between the quarterly statements / revised returns filed and the financial statements
of the respective quarter.

Notes:

1. The Company undertakes the following activities in the nature of Corporate social responsibility (CSR):

a. Promoting education, including special education and employment enhancing vocational skills, especially
among children, women, and elderly, contribution to COVID relief program, PM cares fund;

b. Promotion of health care, including preventive health care and sanitation;

c. Measures for the benefit of armed forces veterans, war widows, and their dependents;

d. Ensuring environmental sustainability, ecological balance, protection of flora and fauna, animal welfare,
agroforestry, conservation of natural resources.

2. Contribution of r587 lakhs (Previous year r 552 lakhs ) to Motilal Oswal Foundation which is classified as
related party under Ind AS 24- " Related Party Disclosures"

3. As represented by Motilal Oswal foundation, Amount of r 613 lakhs (Previous Year : r 311 lakhs) has been spent
by the Company for the construction/ acquisition of a new asset.

NOTE 64.

No proceedings have been initiated or pending against the Company for holding any benami property under the
Benami Transactions (Prohibition) Act, 1988 and rules made thereunder, as at 31 March 2025 and 31 March 2024.

NOTE 65.

The Company has not been declared wilful defaulter by any bank or financial Institution or other lender, in
accordance with the guidelines on wilful defaulters issued by the Reserve Bank of India, during the year ended
31 March 2025 and 31 March 2024.

NOTE 66:

Below are the deatails of transactions entered with the companies struck off under section 248 of Companies
Act, 2013 or section 560 of Companies Act, 1956 during the year ended 31 March 2025. There were no transaction
during the year ended 31 March 2024.

NOTE 67:

Additional regulatory information required under (wb) (xvi) of Division III of Schedule III amendment, disclosure
of ratios, is not applicable to the Company as it is in broking business and not an NBFC registered under Section
45-IA of Reserve Bank of India Act, 1934.

NOTE 68:

The Company has not advanced or loaned or invested (either from borrowed funds or share premium or any
other sources or other kind of funds) to or in any other person or entity, including foreign entity ("Intermediaries"),
with the understanding, whether recorded in writing or otherwise, that the Intermediary shall, 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 provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries;

The Company has not received any funds (which are material either individually or in the aggregate) from any
person or entity, including foreign entity ("Funding Parties"), with the understanding, whether recorded in writing
or otherwise, that the Company shall, 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 provide any guarantee,
security or the like on behalf of the Ultimate Beneficiaries."

NOTE 69:

The Company has no satisfaction of charges which are pending to be filed with ROC.

NOTE 70:

The Board has approved the withdrawal of the Scheme of Arrangement entered between Motilal Oswal Financial
Services Ltd., Motilal Oswal Broking and Distribution Ltd. and Motilal Oswal Wealth Ltd., which was previously approved
by the Board in its Meeting held on July 27, 2023. The object of this Scheme was to align the Company's holding and
business structure in terms of requirement of Rule 8(l)(f) & 8(3)(f) of the Securities Contracts (Regulation) Rules,
1957 ("SCRR"). However, the Department of Economic Affairs ("DEA"), Government of India has issued a Consultation
Paper in the month of September 2024 with respect to proposed amendment under Rule 8 of the SCRR allowing
the investments made by a broker in any Group Company out of retained earnings. Further, the said Consultation
Paper 'inter-alia' states that 'Prohibiting the making of any investments by a broker, including in Group Companies,
may place unreasonable fetters on its ability to use its retained earnings as per its commercial prudence'. Now,
the DEA may notify the said proposed amendment under Rule 8 of the SCRR. In view of the above, the Board has
approved the withdrawal of the existing Scheme and will review & reconsider to file revised Scheme (including
updated Financials), if required, basis publication of final amendments by the DEA, in this regard.

NOTE 71:

Ministry of Corporate Affairs ("MCA") notifies new standards or amendments to the existing standards under
Companies (Indian Accounting Standards) Rules as issued from time to time. For the year ended March 31, 2025,
MCA has not notified any new standards or amendments to the existing standards applicable to the Company.

NOTE 72:

The amounts reflected as "0" in the financial information are values with less than rupees fifty thousands
NOTE 73:

Previous year figures have been regrouped/reclassified wherever necessary.

As per our report of even date

For Singhi & Co. For and on behalf of the Board of Directors

Chartered Accountants Motilal Oswal Financial Services Limited

Firm Registration No. 302049E CIN: L67190MH2005PLC153397

Sd/- Sd/- Sd/-

Amit Hundia Motilal Oswal Raamdeo Agarawal

Partner Managing Director and Chief Executive Officer Non-Executive Chairman

Membership Number: 120761 DIN : 00024503 DIN : 00024533

Sd/- Sd/-

Shalibhadra Shah Kailash Purohit

Chief Financial Officer Company Secretary

Place : Mumbai Place : Mumbai

Date : 25 April 2025 Date : 25 April 2025


 
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