(I) During the previous year, the Company acquired 169,045,000 fully paid up Common Stocks of Global Media Technologies Inc, US (“”GMT””), a wholly owned subsidiary of the Company, having a par value of $0.10 per share for a consideration of Rs. 1,423,629 thousands.
Further during the current year, GMT had entered into an amended and restated stockholders' agreement (“Amended Agreement”) with Cognita Ventures LLC on August 29, 2025, concerning Quintype Technologies Inc, US (“QT Inc.”) in which GMT already holds 50% shareholding in the form of joint venture up to September 30, 2025. Pursuant to the aforesaid Amended Agreement, effective from October 01, 2025, GMT has majority control over the Board of Directors of QT Inc. With effect from October 1, 2025, GMT holds 50% shareholding in QT Inc and exercises control over the Board of
Directors of QT Inc, QT Inc along with QT Inc's existing subsidiary i.e. Quintype Services India Private Limited (“QT Services”) became subsidiary (‘ies') of GMT with effect from October 1, 2025.”
(II) The Board of Directors of the Company in their meeting held on February 07, 2025, approved to make investment up to Rs. 21,264 thousands to acquire 34,451 equity shares (i.e. 77.5% stake), on fully diluted basis, in Shvaas Creations Private Limited (“Shvaas”). Accordingly, as per phased investment plan, the Company has invested planned amount of Rs. 21,264 thousands in multiple tranches in Shvaas by March 31, 2026.
(III) During the current year, the Company made an investment of Rs. 9,660 thousands in Spunklane Media Private Limited under the Share Subscription and Shareholders' Agreement dated January 21, 2023. The Company has a remaining capital commitment of Nil (Previous year: Rs. 9,660 thousands) towards investment in Spunklane Media Private Limited.
(IV) During the current year, the Company has invested an additional amount of Rs. 747,883 thousands to acquire additional 2,481,800 common stock of Lee Enterprises Inc, US.
The Share Capital of the Company is Rs. 2,100,000 thousands (Rupees Two Hundred and Ten Crores Only) divided into 100,000,000 (Ten Crores) Equity Shares having face value of Rs. 10 (Rupees Ten Only) each and 11,000,000 (One Crore Ten Lakh) Preference Shares having face value of Rs. 100 (Rupees One Hundred Only) each.
b Rights, preferences and restrictions attached to equity shares
The Company has only one class of equity shares having the par value of Rs. 10 per share. Each holder of equity share is entitled to one vote per share. All shareholders are equally entitled to dividends. The Company will declare and pay dividend in Indian Rupees, if any. 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 payment of all liabilities. The distribution will be in proportion to the number of equity shares held by the shareholders. The dividend, if any, proposed by the Board of Directors will be subject to the approval of the shareholders in the ensuing annual general meeting.
e Share options granted under the Company’s employee share option plan:
The Company has reserved issuance of 455,700 (previous year: 491,500) equity shares of Rs. 10 each for offering to eligible employees in the employment of the Company under Employees Stock Option Scheme (ESOS). Refer note no 37 for disclosures on share based payments.
f Aggregate number of bonus shares issued, shares issued for consideration other than cash during the period of five years immediately preceding the reporting date:
During the year ended March 31, 2021, the Company had capitalized the securities premium as at December 31, 2020, and issued 10,975,404 equity shares of Rs. 10 each as fully paid-up bonus shares in the ratio of 1:1. Other than this, no shares have been issued for consideration other than cash or as bonus shares during the year ended March 31, 2026 and the five years immediately preceding it. Further, no shares have been bought back during the said period.
Capital reserve represents balances arising pursuant to the amalgamation of Quintillion Media Limited, a wholly owned subsidiary of QDL with the Company under the scheme of amalgamation (merger by way of absorption), with an appointed date of 1 April 2023. The reserve comprises the excess of net assets taken over, over the consideration/cancellation of investment accounted for in accordance with the applicable accounting principles and the approved scheme of amalgamation. The balance in capital reserve is considered capital in nature and is not available for distribution as dividend.
(i) Business investment facility up to Rs. Nil (previous year: Rs. 350,000 thousands) from ICICI Bank Ltd carried an interest at Nil (previous year: 8.50% p.a.) and was repayable in eight monthly equal installment starting from September 30, 2024. The outstanding balance as on March 31, 2026 is Nil (previous year: Rs. 217,990 thousands). The facility was secured by hypothecation of bonds and debt mutual funds. The loan had been personally guaranteed by Raghav Bahl (Director).
(ii) Business investment facility up to Rs. Nil (previous year: Rs. 200,000 thousands) from ICICI Bank Ltd carried an interest at Nil (previous year: 8.50% p.a.) and was repayable in eight monthly equal installment starting from June 30, 2025. The outstanding balance as on March 31, 2026 is Nil (previous year: Rs. 200,000 thousands). The facility was secured by hypothecation of bonds and debt mutual funds. The loan had been personally guaranteed by Raghav Bahl (Director).
(iii) General corporate purpose facility up to Rs. 450,000 thousands (previous year: Rs. 240,000 thousands) from 360 One Prime Limited carrying an interest at 10.50% - 10.75% p.a. (previous year: 10.75% p.a.) and is repayable at the end of 36 months from facility schedule executed on October 26, 2028. The outstanding balance as on March 31, 2026 is Rs. 202,819 thousands (previous year: Rs. 40,000 thousands). The facility is secured by hypothecation of alternate investments fund and debt mutual funds held by Company. The loan has been personally guaranteed by Raghav Bahl (Director).
(iv) Business investment and working capital facility up to Rs. 125,000 thousands (previous year: Rs. Nil) from ASK Finance Holding Private Limited carrying an interest at 10.25% p.a. (previous year: Nil) and is repayable at the end of 60 months from first drop down. The outstanding balance as on March 31, 2026 is Rs. 49,881 thousands (previous year: Rs. Nil). The facility is secured by hypothecation of bonds held by Company. The loan has been personally guaranteed by Raghav Bahl (Director).
(v) Business investment and working capital facility up to Rs. Nil (previous year: Rs. 490,000 thousands) from Credit Suisse Finance India Private Ltd carried an interest at Nil (previous year: 9.50% p.a.) and was repayable at the end of 36 months from facility schedule executed on April 28, 2023. The outstanding balance as on March 31, 2026 is Rs. Nil (previous year: Rs. 212,859 thousands). The facility was secured by hypothecation of bonds and debt mutual funds held by Company. The loan had been personally guaranteed by Raghav Bahl (Director) and Ritu Kapur (Managing Director).
(i) Secured loan of up to Rs. 50,000 thousands (previous year: Rs. 50,000 thousands) from Barclays Bank PLC carrying an interest at 8.35% p.a. (previous year: 8.10 to 8.50% p.a) has been sanctioned. This is repayable subject to maximum period of 12 months from disbursement. The outstanding balance as on March 31, 2026 is Rs. Nil (previous year: Rs. 20,000 thousands). The facility is secured by hypothecation of debt mutual funds held by Company.
(ii) Working Capital facility of up to Rs. 14,250 thousands (previous year: Rs. 14,250 thousands) from Kotak Mahindra Bank carrying an interest at 7.00% - 8.20% p.a. (previous year 7.90% - 8.20% p.a.) has been sanctioned. The outstanding balance as on March 31, 2026 is Rs. 13,652 thousands (previous year: Rs. 1,024 thousands). The facilities are secured by a charge over fixed deposits of Rs. 16,574 thousands (previous year: Rs. 15,507 thousands).
(iii) Working Capital facility of up to Rs. Nil (previous year: Rs. 50,000 thousands) from HDFC Bank carries an interest at Nil (previous year: 8.30% p.a.) had been sanctioned. The outstanding balance as on March 31, 2026 is Rs. Nil (previous year: Rs. 47,333 thousands). The facility was secured by a charge over fixed deposits of Rs. Nil (previous year: Rs. 56,638 thousands).
(iv) Working Capital facility of up to Rs. 9,000 thousands (previous year: Rs. Nil) from ICICI Bank carries an interest at 7.60% p.a. (previous year Nil) has been sanctioned. The outstanding balance as on March 31, 2026 is Rs. 7,040 thousands (previous year: Rs. Nil). The facilities are secured by a charge over fixed deposits of Rs. 10,000 thousands (previous year: Rs. Nil).
(v) Cash credit facility up to Rs. Nil (previous year: Rs. 100,000 thousands) from Kotak Mahindra Bank carried an Interest rate Nil (previous year: 8.50% p.a.). The outstanding balance as on March 31, 2026 of Rs. Nil (previous year: Rs. Nil). The facility was secured by a charge over Mutual funds which were discharged during the year.
(vi) Business investment and working capital facility up to Rs. 1,500,000 thousands (previous year: Rs. 1,000,000 thousands) from Barclays Investment and Loans India Private Limited carrying an interest at 9.40% - 9.55% p.a. (previous year: 9.10% - 9.55% p.a.) has been sanctioned. This is repayable subject to maximum period of 12 months from the date of disbursement. The outstanding balance as on March 31, 2026 is Rs. Nil (previous year: Rs. 787,000 thousands). The facility is secured by hypothecation of bonds and debt mutual funds held by Company.
(vii) Business investment and working capital facility up to Rs. Nil (previous year: Rs. 500,000 thousands) from Deutsche Investments India Private Limited carried an interest at Nil (previous year: 9.15% - 9.27% p.a.) had been sanctioned. This was repayable subject to maximum period of 12 months from the date of disbursement. The outstanding balance as on March 31, 2026 is Rs. Nil (previous year: Rs. Nil). The facility was secured by hypothecation of bonds and debt mutual funds held by Company, which was discharged during the year. The loan had been personally guaranteed by Raghav Bahl (Director).
(viii) The borrowings up to Rs. 6,000,000 thousands subject to available borrowing limit with Company under section 180(1)(c) (previous year: up to Rs. 6,000,000 thousands) for the business purpose requirement from RB Diversified Private Limited, a related party has been sanctioned. carrying an interest at 11% p.a. (previous year: 11.25% p.a.). This is repayable in 12 months from the date of disbursement. The outstanding balance as at March 31, 2026 is Rs. 400,000 thousands (previous year: Rs. Nil). The facility is unsecured.
(ix) The Company is not required to submit any financials information to the banks/financial institutions as per sanction letter entered into with respective banks/financial institutions.
(a) Expenses relating to merger: During the previous year, for the Scheme of arrangement as given in Note 46, the Company has incurred certain expenses of Rs. 8,025 thousands in pursuance of above mentioned Scheme during the year ended March 31, 2025. These expenses are disclosed as an exceptional item during the previous year.
(b) Impairment of capitalised video cost: During the previous year, On June 15, 2024, the Company had decided to restructure its business model wherein the Company will focus on enterprise articles/features/videos, written/produced by high-caliber journalists/experts. This original, high-quality content will be used to drive subscriptions and pay revenues, which are expected to build up into a new revenue source, along with the existing operations in branded content and ad sales. Pursuant to said restructuring, the Company has decided to be available only in English across multiple platforms. Accordingly, the “Quint Hindi” website was discontinued with effect from February 05, 2025, and Quint YouTube channel of Quint Hindi (i.e., ‘Quint Hindi'), was sold on February 07, 2025.
Further, owing to the aforesaid restructuring of the business model and the continuous fall in viewership, management re-assessed the ‘value in use' of capitalized content development cost. Accordingly, the management decided to impair the capitalized cost amounting to Rs. 115,469 thousands and the same is disclosed as exceptional items in the standalone financial statement for the year ended March 31, 2025.
(c) Expenses relating to Statutory impact of new Labour Codes: The Government of India has subsumed 29 existing labour laws into a unified framework through four Labour Codes, which became effective from November 21, 2025. The Ministry of Labour & Employment notified Central Rules and published FAQs to enable assessment of the financial impact due to changes in regulations. The Company has assessed and taken the incremental impact of these changes on the basis of the best information available, consistent with the guidance provided by the Institute of Chartered Accountants of India. Accordingly, the Company has recognised a financial impact of Rs. 1,577 thousands in the current year, which primarily arising from the change in the definition of wages. The said incremental impact has been disclosed under ‘Exceptional Items' in the Standalone Financial Statements.
28.2 Gratuity (funded)
The Company provides for gratuity for employees in India in accordance with the provisions under the Code on Social Security, 2020. Employees who are in continuous service as defined in the Code on Social Security, 2020. The amount of gratuity payable on retirement/termination is the employees last drawn basic salary per month computed proportionately for 15 days salary multiplied for the number of years of service. The gratuity plan is funded.
(b) During the year, the Company has entered into a lease agreement with Alborz developers Limited for a period of five years. As per the terms of the agreement, Mr. Raghav Bahl, Director of the Company, has undertaken to hold and maintain a minimum shareholding of 5% in the Company throughout the lease tenure. He shall not dilute his shareholding below 5% without obtaining prior written consent from the Sub-lessor.
Notes:
(a) All the transactions were made on normal commercial terms and conditions and at market rates.
(b) No non cash transactions entered with Promoters during the year.
(c) All outstanding balances are unsecured and repayable in cash.
(d) During the year ended March 31, 2026 and March 31, 2025, the board of directors of the Company issued a letter of support to board of directors of Quintype Technologies India Limited.
(e) The Company uses rent free premises as its registered address provided by a director (Mr. Mohan Lal Jain) during current year and previous year.
34 Fair value measurement34.1 Valuation techniques used to determine fair value
The fair value of the financial assets and liabilities is the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale. The following methods were used to estimate the fair values:- The carrying amount of loans, trade receivables, cash and cash equivalents, other financial assets, borrowings, lease liabilities, trade payables and other current financial liabilities approximate the fair value due to their short-term nature.
- Borrowings, taken by the Company are as per the Company's credit and liquidity risk assessment and there is no comparable instrument having the similar terms and conditions with related security being pledged and hence the carrying value of the borrowings represents the best estimate of fair value.
- The fair value of investment in mutual funds and non convertible debentures are measured either at quoted price or fair value at the reporting date.
35.1 Credit risk
Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial asset fails to meet its contractual obligations. The Company's exposure to credit risk is influenced mainly by the individual characteristics of each financial asset. The management also considers the factors that may influence the credit risk of its customer base, including the default risk etc. The carrying amounts of financial assets represent the maximum credit risk exposure.
A default on a financial asset is when the counterparty fails to make contractual payments as per agreed terms. This definition of default is determined by considering the business environment in which entity operates and other macro-economic factor.
The Company monitors its exposure to credit risk on an ongoing basis.
The Company closely monitors the credit-worthiness of the receivables through internal systems that are configured to define credit limits of customers, thereby, limiting the credit risk to pre-calculated amounts. The Company uses a simplified approach (lifetime expected credit loss model) for the purpose of computation of expected credit loss for trade receivables.
The credit risk in loans to related parties and other financial assets is low and therefore no allowance has been recognized. The loss allowances for financial assets are based on assumption about risk of default and expected loss rates. The company uses judgement in making these assumptions and selecting the impact to the impairment calculation.
35.2 Liquidity risk
Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Company's approach to managing liquidity is to ensure, that it will have sufficient liquidity to meet its liabilities when they are due.
Management monitors the Company's liquidity position and cash and cash equivalents on the basis of expected cash flows. The Company takes into account the liquidity of the market in which the entity operates.
(b) Dividends
All shareholders are equally entitled to dividends. This reserve is available for distribution to shareholders in accordance with provisions of Companies Act, 2013. The Company has not declared or paid any dividend during the year ended March 31, 2026 and previous year ended March 31, 2025.
37 Share based payments(a) Employee Option Plan
The Company, vide the resolution passed at the meeting of Nomination and Remuneration Committee (“NRC”), dated January 29,2021, approved ‘QDML ESOP Plan 2020' for granting employee stock options in the form of equity shares, linked to the completion of a minimum period of continued employment, to the eligible employees of the Company. The Members of the Company have approved the Scheme through postal ballot on January 16, 2021. The eligible employees, for the purpose of this scheme are determined by the NRC. Each stock option entitles the eligible employee to avail one share at the end of the vesting period.
The vested options can be exercised between a period from the vesting date to a period not later than 8 (Eight) years from the date of Grant of Options.
(b) Fair value of option granted
The total amount to be expensed over the vesting period is determined by reference to the fair value of the options granted. The fair values of options granted were determined using Black-Scholes option pricing model that takes into account factors specific to the share incentive plans along with other external inputs. Expected volatility has been determined by reference to the average volatility for comparable companies for corresponding option term. Total Company share based payment to employees amounting Rs. 2,973 thousands for the year ended March 31, 2026 ( Previous year: Rs. (2,463) thousands) is recognized in the statement of profit and loss of the Company pertaining to options issued to employees of the Company. Each Option entitles the holder thereof to apply for and be allotted one Ordinary Shares of the Company upon payment of the exercise price during the exercise period. The exercise period commences from the date of vesting of the Options and expires at the end of eight years from grant date.
The following principal assumptions were used in the valuation:
- The expected option life and average expected period to exercise, is assumed to be equal to the contractual maturity of the option.
- The risk-free rate is the rate associated with a risk-free security with the same maturity as the option.
- Volatility is concluded based on the historical volatility of guideline company wide volatility in stock returns. The length of time considered is matched to the duration of the tranche of the option.
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40 Contingent liabilities and capital commitments (a) Contingent liabilities
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Particulars
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As at March 31, 2026
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As at March 31, 2025
|
|
Claims against the Company not acknowledged as debt
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|
|
|
(a) Others (refer note (i) below)
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1,136
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1,136
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| |
1,136
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1,136
|
|
Notes:
(i) Company has received a demand amounting to Rs. 1,136 thousands (Previous year: Rs. 1,136 thousands) from its vendor. The Company has raised a dispute on account of non- performance of the obligation as per the arrangement entered with the vendor. The Company strongly believes that no payment will be required to be made on the basis of non performance of agreed parameters.
In relation to all of the above matters, the Management believes that the outcome of the contingencies will be favourable and outflow of economics resources is not likely. Accordingly, no provision has been recorded in the financial statements and the same is disclosed as contingent liability.
(a) Commitments
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|
Particulars
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As at March 31, 2026
|
As at March 31, 2025
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Estimated amount of contracts remaining to be executed on capital account and not provided for
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-
|
-
|
|
Investment commitments
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76,000
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|
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Capital expenditure
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4,336
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-
|
|
The Company has commitments towards uncalled share capital in
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|
|
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Shvaas Creations Private Limited (refer note 4 (II))
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-
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9,559
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Spunklane Media Private Limited (refer note 4 (III))
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-
|
9,660
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| |
80,336
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19,219
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41 Event occurring after the reporting period
(i) On completion of the vesting period for stock options granted pursuant to the QDL Employee Stock Option Plan (ESOP), the Board of Directors vide their approval dated April 6, 2026, allotted 25,500 equity shares of the Company.
(ii) The Board of Directors, at their meeting held on May 22, 2026, approved, subject to receipt of the requisite approvals, if any, under the applicable laws, to offer, issue, and allot partly paid-up Compulsorily Convertible Preference Shares together with detachable Warrants, for an aggregate consideration upto Rs. 910,000 thousands (Ninety one crore), by way of a Rights Issue to its eligible equity shareholders.
(iii) The Board of Directors of the Company, at its meeting held on May 22, 2026, approved the proposal for raising funds by way of issuance of up to 10,000 Secured, Unlisted, Unrated, Redeemable, Non-Convertible Debentures (“NCDs”) having a face value of Rs. 100,000 (Rupees One Lakh only) each, aggregating up to Rs. 1,000,000 thousands (Rupees One Hundred Crore only), in one or more tranches, on a private placement basis, to eligible investors subject to execution of definitive agreements, Debenture Trust Deed and receipt of necessary statutory and regulatory approvals, as applicable.
(iv) The Board of Directors, at their meeting held on May 22, 2026, approved, subject to the approval of the members at the ensuing Annual General Meeting, the alteration of the Articles of Association of the Company by insertion of an additional clause for granting an enabling power with respect to the appointment of the nominee director.
42 The Company realized significant income from financial assets (including investments) due to which the income from financial assets of the Company became more than 50 percent of the gross income for the current and previous financial year and the Company's financial assets became more than 50 percent of the total assets as at March 31, 2026 and as at March 31, 2025.
The Company obtained an external legal opinion in relation to the said matter and as per said opinion, Company having met the 50% threshold criteria during the aforesaid periods, may be viewed in the context of extraordinary and non-recurring circumstances and Company is presently not required to obtain any registration as a Non-Banking Financial Company (‘NBFC') under Section 45-IA of the Reserve Bank of India Act, 1934, provided such thresholds are not persistently breached in future periods.
Considering the management forecasts, the Company's management anticipates that the operational income would exceed more than 50 percent of the gross income and financial assets threshold would be within prescribed thresholds for ensuing financial year, and accordingly this has been considered as a non-recurring scenario, and not reflective of the Company's core operations or long-term business model.
The management will continue to monitor the position on an ongoing basis to ensure compliance with applicable regulatory requirements.
43 Segment information Identification of segments:
The chief operational decision maker monitors the operating results of its business segments separately for the purpose of making decisions about resource allocation and performance assessment. Segment performance is evaluated based on profit and loss of the segment and is measured consistently with profit or loss in these financial statements. Operating segments have been identified on the basis of the nature of products.
The Board of Directors of the Company, at their meeting held on May 27, 2025, approved the Company's entry into a Master Franchise Agreement with Time Out Market Limited and a Time Out Franchise Agreement with Time Out England Limited (both incorporated in England and Wales, respectively) for the launch of “Time Out India”. Association with the aforesaid entities of Time Out Group will introduce in India Time Out Media, a digital platform curated by local journalists as a guide to Indian cities, and Time Out Market, an experiential food and cultural destination showcasing the best of each city under one roof.
Operating segments:
Company has identified two operating segments.
a) Media and technology operations
b) Operated market segment (Times Out)
45 Other statutory information
(a) The Company is not a 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 March 31, 2026 and March 31, 2025.
(b) 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 March 31, 2026 and March 31, 2025.
(c) The Company has not traded or invested in crypto currency or virtual currency during the year ended March 31, 2026 and March 31, 2025.
(d) There is no immovable property whose title deed is not held in the name of the company during the year ended March 31, 2026 and March 31, 2025.
(e) There have been no transactions which have not been recorded in the books of account, that have been surrendered or disclosed as income during the year ended March 31, 2026 and March 31, 2025, in the tax assessments under the Income Tax Act, 1961. There have been no previously unrecorded income and related assets which were to be properly recorded in the books of account during the year ended March 31, 2026 and March 31, 2025.
(f) The Company does not have any transactions with the Companies struck off under section 248 of Companies Act, 2013 or section 560 of Companies Act, 1956 during the year ended March 31, 2026 and March 31, 2025.
(g) The Company have 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 :
(i) 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
(ii) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.
(h) 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:
(i) 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
(ii) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
(i) The Company has not entered into any scheme of arrangement in current year. The Company has entered into scheme of arrangements which has an accounting impact previous financial year.
(j) The Company does not own any immovable property (including investment properties) other than properties where the company is the lessee and the lease agreement are duly executed in favor of the lessee during the year ended March 31, 2026 and March 31, 2025.
46 Pursuant to the Scheme of Arrangement (the ‘Scheme') approved by the Hon'ble National Company Law Tribunal, New Delhi Bench-II vide order dated March 10, 2025, Quintillion Media Limited (“QML”), a wholly owned subsidiary of the Company, was amalgamated with the Company under Sections 230 to 232 and other applicable provisions of the Companies Act, 2013. The Scheme became effective on March 28, 2025 upon completion of all the formalities, with appointed date of April 1, 2023 (“the Appointed Date”).
The amalgamation was accounted under the “’’pooling of interest”” method prescribed under Ind AS 103 - Business Combinations. Consequent to the amalgamation prescribed by the Scheme, all the assets and liabilities of the specified
business were transferred to and vested in the Company with effect from the Appointed Date. Since QML was a wholly owned subsidiary of the Company, no consideration was payable pursuant to the Scheme.
Consequent to the Scheme becoming effective, the authorised share capital of the Company was increased to Rs. 2,100,000 thousands divided into 210,000 thousands equity shares of Rs. 10 each, with effect from March 28, 2025, being the date of filing of the NCLT order with the Registrar of Companies. (also refer Note 11)”
47 Currently, the equity shares of the Company are listed on the Bombay Stock Exchange (BSE). The Board of Directors, in their meeting held on April 30, 2025, approved the proposal for listing the equity shares of the Company on National Stock Exchange (NSE). The listing is subject to necessary approvals from the stock exchange(s) and the regulatory authorities. This proposed listing does not have any impact on the standalone financial statement for year ended March 31, 2026.
48 The Board of Directors in its meeting held on April 30, 2025 approved raising capital by way of issuance of equity shares and/or equity linked securities by way of Qualified Institutions Placement (“QIP”) for an aggregate amount not exceeding Rs. 2,500,000 thousands (Rupees Two Hundred and Fifty Crore only), subject to the approval of members of the Company and regulatory compliance, if any. This matter does not have any impact on the standalone financial statement for year ended March 31, 2026.
49 The Company entered into a joint venture agreement with MK Center of Entrepreneurship Foundation on March 8, 2024, and pursuant to the agreement, AI Trillions Private Limited was incorporated on April 23, 2024, with an investment of Rs. 5 thousand as share capital. However, the agreement was terminated with Board approval on August 12, 2024, and the Company's entire stake in AI Trillions Private Limited was transferred to a third party on September 30, 2024. This termination does not have any adverse impact on the Company.
50 During the previous year, the Board of Directors of the Company in their meeting held on February 7, 2025, considered and approved sale of “Quint Hindi” YouTube Channel including Content Licensing and other identified assets to Shvaas at Rs. 3,952 thousands, based on the fair valuation report issued by an Independent Valuer.
51 The feature of recording audit trail (edit log) facility was not fully enabled at the application layer to log any direct data changes for the software used for maintaining the books of account relating to payroll, which is operated by third party software service provider. ‘Independent auditor's report in relation to controls at the service organisation' (SOC 2 Type II report) from third party software service provider were also not available to see whether the audit trail feature of payroll software at the database level was enabled and operated throughout the year for all relevant transactions recorded in the payroll software.
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