11.3 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 31 March 2021, the Company had capitalized and transferred to the Paid-up Share Capital such amount standing to the credit of the Securities Premium Account of the Company as at 31 December, 2020, for the purpose of the issue of 10,975,404 new equity shares as Bonus Shares of ' 10 (Rupees Ten only) each credited as fully paid-up, in proportion of existing equity shares held by way of issuing 1 (One) Equity Shares for every 1 (One) existing Equity Shares held. Thus total number of shares issued for consideration other than cash are Nil (previous year- Nil as bonus issues). Other than this, the Company has not issued any shares pursuant to contracts without payment being received in cash, or allotted as fully paid up by way of bonus shares during the year ended 31 March, 2024 and five years immediately preceding the year ended 31 March, 2024. There are no shares bought back during the period of five years immediately preceding the reporting date.
11.5 Rights, preferences and restrictions attached to equity shares
The Company has only one class of equity shares having the par value of ' 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.
#RB Diversified Private Limited has purchased 464,619 shares from open market and 6,11,420 shares were allotted as part of rights issue. For other promoters, movements in shares is due to allotment of shares in right issue. % change in Shareholding is due to number of 3,000 employee stock options allotted to employees of the Company during the year.
11.8 Share options granted under the Company’s employee share option plan:
The Company has reserved issuance of 8,61,800 (previous year 11,49,500) equity shares of ' 10 each for offering to eligible employees in the employment of the Company under Employees Stock Option Scheme (ESOS). Refer note no 35 for disclosures on share based payments.
The Company transferred a portion of the net profit before declaring dividend to general reserve pursuant to the earlier provision of Companies Act 1956. This reserve is available for distribution to shareholders in accordance with provisions of Companies Act, 2013.
Acquisition adjustment account has been created pursuant to acquisition of “Quint business” of Quintillion Media Limited during the year ended 31 March, 2021 as a result of common control transaction accounted for in the standalone financial statements of the Company. This reserve is available for utilization in accordance with provisions of Companies Act, 2013.
Warrant forfeiture was created pursuant to forfeiture of warrants on account of non payment of final call money. During the year ended 31 March 2021, 7,524,596 Equity Warrants were lapsed due to non exercise by the warrant holders and the consideration amount equivalent to 25% of issue price, amounting to ' 79,949 paid by the warrant holder(s) on such Equity Warrants were forfeited by the Company. This reserve is available for utilization in accordance with provisions of Companies Act, 2013.
(i) Business investment and working capital facility up to ' 500,000 (previous year: ' Nil ) from Credit Suisse Finance India Private Ltd carrying an interest at 9% - 9.50% pa (previous year: Nil) and is repayable at the end of 36 months from facility schedule executed on 28 April 2023. The outstanding balance as on 31 March, 2023 is ' 389,075 (previous year: ' Nil ). The facility is secured by hypothecation of bonds and debt mutual funds held by subsidiary company (Quintillion Media Limited) The loan have been personally guaranteed by Raghav Bahl (Director) and Ritu Kapur (Managing Director).
(ii) General corporate purpose facility up to ' 240,000 (previous year: ' Nil ) from 360 One Prime Limited carrying an interest at 10.75% pa (previous year: Nil) and is repayable in lumpsum at the end of tenure of the facility dated 30 October 2025. The outstanding balance as on 31 March, 2024 is ' 129,339 (previous year: ' Nil). The facility is secured by hypothecation of bonds and debt mutual funds held by Company. The loan have been personally guaranteed by Raghav Bahl (Director).
(ia) Demand loan of up to ' 20,000 (previous year: ' 125,000 ) from Barclays Bank PLC carrying an interest rate at 8.50% p.a. (previous year: 6.25% - 8.20%) has been sanctioned. This is repayable on demand subject to maximum period of 12 months from disbursement. The outstanding balance as on 31 March, 2024 is ' 20,000 (previous year: ' Nil ). The facility is secured by hypothecation of debt mutual funds held by Company.
(ib) Demand loan of up to ' 500 (previous year: ' 500 ) from Kotak Mahindra Bank carrying an interest rate at 8.60% - 8.95% p.a. (previous year: 8.60% - 8.95%) has been sanctioned. This is repayable on demand or maturity. The outstanding balance as on 31 March, 2024 is ' Nil (previous year: ' Nil ). The facility was secured by hypothecation of debt mutual funds held by Company.
(iia) Working Capital facility of up to ' 950 (previous year: ' 20,000 ) from Ratnakar Bank Limited carries an interest at 7.50% - 9.10% pa (previous year 7.50% - 9.10% pa) has been sanctioned. This is repayable on demand. The outstanding balance as on 31 March, 2024 is ' Nil (previous year: ' Nil). The facilities were secured by a charge over fixed deposit of ' 1,212 (previous year: ' 21,507).
(iib) Working Capital facility of up to ' 356,250 (previous year: ' 218,500 ) from Kotak Mahindra Bank carries an interest at 7.90% - 8.20% pa (previous year 7.90% pa) has been sanctioned. This is repayable on demand. The outstanding balance as on 31 March, 2024 is ' 337,166 (previous year: ' Nil). The facilities are secured by a charge over fixed deposits of ' 375,000 (previous year: ' 230,000).
(iic) Working Capital facility of up to ' 50,000 (previous year: ' Nil ) from HDFC Bank carries an interest at 8.30% pa (previous year Nil) has been sanctioned. This is also repayable on demand. The outstanding balance as on 31 March, 2024 is ' 878 (previous year: ' Nil). The facilities are secured by a charge over fixed deposits of ' 55,000 (previous year: ' Nil).
(iiia) Business investment and working capital facility up to ' 1,000,000 (previous year: ' 600,000 ) from Barclays Investment and Loans India Private Limited carrying an interest at 8.80% - 9.35% pa (previous year: 7.00% - 9.35%) has been sanctioned . This is repayable on demand subject to maximum period of 12 months from the date of disbursement. The outstanding balance as on 31 March, 2024 is ' 998,241 (previous year: ' 480,000 ). The facility is secured by hypothecation of bonds and debt mutual funds held by Company.
(iiib) Business investment and working capital facility up to ' 500,000 (previous year: ' Nil ) from Deutsche Investments India Private Limited carrying an interest at 8.25% - 9.15% pa (previous year: Nil) has been sanctioned. This is repayable on demand within 12 months from the date of disbursement. The outstanding balance as on 31 March, 2024 is ' 112,500 (previous year: ' Nil). The facility is secured by hypothecation of bonds and debt mutual funds held by Company. The loan have been personally guaranteed by Raghav Bahl (Director).
(iv) The borrowings up to ' 6,000,000 (previous year: ' Nil ) for the purpose of business investment and working capital requirement from RB Diversified Private Limited, a related party has been sanctioned. During the year ended 31 March 2024, amount of Rs 150,000, carrying an interest at 11.25% pa (previous year: Nil) has been disbursed. This is repayable in 12 months from the date of disbursement. The outstanding balance as at 31 March, 2024 is ' 150,000 (previous year: ' Nil ). The facility is unsecured. Also refer note 29 and 47.
(v) The Company is not required to submit any financials information to the banks as per sanction letter entered into with respective banks/financial institutions.
27 Earnings per share (EPS)
Earnings per share (‘EPS') is determined based on the net profit attributable to the shareholders. Basic earnings per share is computed using the weighted average number of shares outstanding during the year. Diluted earnings per share is computed using the weighted average number of common and dilutive common equivalent shares outstanding during the year, except where the result would be anti-dilutive.
The Company also has certain defined contributions plans. Contributions are made to provident fund in India for employees at the rate of 12% of basic salary as per regulations. Contributions are made to registered provident fund administered by the government. The obligation of the Company is limited to the amount contributed and it has no further contractual or constructive obligation.
28.2 Compensated absences
The leave obligations cover the Company's liability for earned leave which are classified as other long-term benefits. The Company has unconditional right to defer settlement for any of these obligations and therefore the amount of provision of ' 6,088 (previous year ' 6,363) is presented as current and non-current based on the actuarial valuation.
The employees of the Company are entitled to compensated absences. The employees can carry forward a portion of the unutilized accrued compensated absences and utilize it in future periods or receive cash compensation at retirement or termination of employment for the utilized compensated absences.
The Company provides for gratuity for employees in India as per the Payment of Gratuity Act, 1972. Employees who are in continuous service for a period of 5 years are eligible for gratuity. 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 and the shortfall between plan assets and defined benefit obligation as determined by an independent actuarial as at year end is recognized in the statement of the profit and loss.
The Company has invested during the year ended 31 March, 2022 in gratuity funds which is administered through Life Insurance Corporation of India. The detail of investment maintained by Life Insurance Corporation are not made available to the Company as it is a traditional plan and have therefore not been disclosed.
Sensitivities due to mortality and withdrawals are not material. Hence impact of change is not calculated above.
Sensitivities as to rate of inflation, rate of increase of pensions in payment, rate of increase of pensions before retirement and life expectancy are not applicable being a lump sum benefit on retirement.
The above sensitivity analysis are based on a change in an assumption while holding all other assumptions constant. In practice, this is unlikely to occur, and changes in some of the assumptions may be correlated. When calculating the sensitivity of defined benefit obligation to significant actuarial assumptions the same method (present value of defined benefit obligations calculated with the projected unit credit method at the end of the reporting period ) has been applied as when calculating the defined benefit liability recognized in the balance sheet. The methods and types of assumptions used in preparing the sensitivity analysis did not change compared to the prior period.
XII The average duration of the defined benefit plan obligation at the end of the reporting period is 3.23 year (previous year: 2.79 years)
XIII The estimates of rate of escalation in salary considered in actuarial valuation are after taking into account inflation, seniority, promotion and other relevant factors including supply and demand in the employment market. The above information is as certified by the Actuary. The sensitivity analysis above have been determined based on a method that extrapolates the impact on defined benefit obligation as a result of reasonable changes in key assumptions occurring at the end of the reporting period.
29 Related party disclosures, as per Ind AS 24
In accordance with the requirement of Indian Accounting Standard (Ind AS) 24 “Related Party Disclosures”, name of the related parties, related party relationships, transactions and outstanding balances including commitments where control exist and with whom transactions have taken place during the reported year are as follows:
29.1 List of related parties29.1.1 Key management personnel (KMP)
(i) Ritu Kapur - Managing Director and Chief Executive Officer
(ii) Raghav Bahl - Director
(iii) Vivek Agarwal- Chief Financial Officer
(iv) Tarun Belwal- Company Secretary
(v) Mohan Lal Jain - Director
(vi) Vandana Malik - Director
(vii) Sanjeev Krishna Sharma - Director
(viii) Parshotam Dass Agarwal - Director
(ix) Abha Kapoor - Director
29.1.2 Subsidiary Companies
(i) Quintillion Media Limited (formerly known as Quintillion Media Private Limited)
(ii) Quintillion Business Media Limited (formerly known as Quintillion Business Media Private Limited) (up to 07 December, 2023)
(iii) Quintype Technologies India Limited (formerly known as Quintype Technologies India Private Limited)
(iv) Global Media Technologies Inc. (Wholly owned subsidiary of the company with effect from 21 February, 2024)
29.1.3 Associate Companies
(i) Spunklane Media Private Limited
(ii) YKA Media Private Limited
29.1.4 Entities over which key management personnel are able to exercise significant influence and with whom transactions have taken place during the year
(i) RB Diversified Private Limited
(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 31 March, 2024 and 31 March, 2023, 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.
(f) The directors of the company i.e. Raghav Bahl (Director) and Ritu Kapur (Managing Director) have given personal guarantee for borrowings taken by the company (Refer note 13A and 13B)
(g) Commitments to related party has been disclosed in note no. 39 (b).
(h) The Company has taken business investment and working capital facility from Credit Suisse Finance India Private Ltd which is secured by hypothecation of bonds and debt mutual funds held by subsidiary company (Quintillion Media Limited) (Refer note 13A).
32 Fair value measurement32.1 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:- Investments, trade receivables, cash and cash equivalents, loans, other financial assets, borrowings, trade payables and other current financial liabilities approximate their carrying amounts largely due to the short-term maturities of these instruments.
- 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 fait value at the reporting date.
The Chief financial Officer (CFO) is responsible for performing the valuations of financial assets and liabilities required for financial reporting purposes, including level 3 fair values, through involvement of external experts , as may be considered necessary . The discussions and results are held between the CFO and the Audit Committee at least once every three months, in line with the Company's quarterly reporting periods.
32.3 Fair value hierarchy
To provide an indication about the reliability of the inputs used in determining fair value, the Company has classified its financial investments into the three levels prescribed under the Indian Accounting Standard 113 “Fair Value Measurement”. An explanation of each level follows underneath.
There are no transfer between levels during the year.
Level 1: It includes financial instruments measured using quoted prices in active markets for identical assets or liabilities.
Level 2: Directly (i.e. as prices) or indirectly (i.e. derived from prices) observable market inputs other than Level 1 inputs;
Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in level 3.
33 Financial risk management Risk management
‘The Company's activities expose it to liquidity risk, credit risk and market risk. The Company's board of directors has overall responsibility for the establishment and oversight of the Company's risk management framework. This note explains the sources of risk which the entity is exposed to and how the entity manages the risk and the related impact in the financial statements.
33.1 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, contract asset (unbilled revenue) 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.
33.2 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.
(i) Maturities of financial liabilities
The table below provides details regarding the contractual maturities of significant financial liabilities:
The bank overdraft facilities may be drawn at any time and may be terminated by the bank without notice. Subject to the continuance of satisfactory credit ratings, the bank loan facilities may be drawn at any time in INR and are repayable on demand.
33.3 Market risk(i) Foreign exchange risk
The Company has international transactions and is exposed to foreign exchange risk arising from foreign currency transactions (imports and exports). Foreign exchange risk arises from future commercial transactions and recognized assets and liabilities denominated in a currency that is not the Company's functional currency. The Company has not hedged its foreign exchange receivables and payables as at 31 March, 2024
34 Capital management(a) Risk management
The Company's objectives when managing capital are:
- To ensure Company's ability to continue as a going concern, and
- To maintain optimum capital structure and to reduce cost of capital
Management assesses the capital requirements in order to maintain an efficient overall financing structure. The Company manages the capital structure and makes adjustments to it in the light of changes in economic conditions and the risk characteristics of the underlying assets. The Company is not subject to externally imposed capital requirements. The Company manages its capital requirements by overseeing the gearing ratio:
(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 31 March 2024.
35 Share based payments(a) Employee Option Plan
The Company, vide the resolution passed at the meeting of Nomination and Remuneration Committee (“NRC”), dated 29 January,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 16 January 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 ' 10,037 for the year ended 31 March, 2024 ( ' 12,467 for the year ended 31 March, 2023) 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: Expected volatility was determined by comparison with peer companies, as the Company's shares are not presently publicly traded. 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. At each balance sheet date, the Company reviewed its estimates of the number of options that are expected to vest. The Company recognizes the impact of the revision to original estimates, if any, in the profit or loss in consolidated statement of comprehensive income, with a corresponding adjustment to ‘retained earnings' in equity. The fair value of option using Black Scholes model and the inputs used for the valuation for options that have been granted during the reporting period are summarized as follows:
36 Extention and termination options
The Company's lease asset class primarily consists of leases for buildings and plant and machinery. The rental contracts are typically made for fixed period of 2 to 5 years. With the exception of leases of low-value and cancellable long-term leases, each lease is reflected on the balance sheet as a right of use asset and a lease liability. These lease contracts do not contain any variable payment terms
Lease liabilities are measured at the present value of the remaining lease payments, discounted using the incremental borrowing rate on the date of adoption, i.e., 8.18-9.00%.
36.5 Critical judgements in determining the lease term
In determining the lease term, management considers all facts and circumstances that create an economic incentive to exercise an extension option, or not exercise a termination option. Extension options (or periods after termination options) are only included in the lease term if the lease is reasonably certain to be extended (or not terminated).
As at 31 March 2024, there is no potential future cash outflows that have not been considered in lease liability as there is no reasonable uncertainty that the leases will be extended (or not terminated).
39 Contingent liabilities and capital commitments
|
Particulars
|
As at
|
As at
|
|
31 March, 2024
|
31 March, 2023
|
(a) Contingent liabilities (refer note (i) and (ii))
|
2,558
|
-
|
Claims against the company not acknowledged as debt
(i) Company has received a demand amounting to INR 658 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.
(ii) Company has received a claim from its existing shareholder amounting to INR 1900 on account of non-issue of right issue share. The company and the said shareholder went for conciliation wherein the said shareholder agreed to settle the claim in INR 1000 as compensation. Conciliation was unsuccessful and the company strongly believes that no payment will be required to be made on the basis of grounds of rejection mentioned in offer letter of right issue.
Particulars
|
As at 31 March, 2024
|
As at 31 March, 2023
|
(b) Commitments
|
2,01,418
|
-
|
Estimated amount of contracts remaining to be executed on capital account and not provided for”
(i) During the year ended 31 March, 2023, the company had entered into Share Subscription and Shareholders' agreement dated 21 January, 2023 for further investment of INR 18,400 by way of subscription of 35,328 equity shares of Spunklane Media Private Limited at a price INR 520.83 per share. During the year ended 31 March, 2024, out of the total capital commitment of INR 18,400, amount of INR 8,740 was infused. The remaining amount of INR 9,660 shall be remitted not later than eighteen months from the Execution date of the aforesaid agreement i.e. 21 January, 2023. The said capital infusion has not led to any change/ dilution of Company's shareholding in Spunklane Media Private Limited. Consequently the capital commitment in respect of this matter as at 31 March, 2024 is INR 9,660 (previous year: INR 18,400).
(ii) The Board of Directors in their meeting held on 06 February, 2024, approved to set-up wholly owned subsidiary company outside India to undertake media tech operations. Consequently, Global Media Technologies Inc. (“GMT”) has been incorporated on 21 February, 2024, in New Castle, as a Wholly Owned Subsidiary of Quint Digital Limited, with the object of expanding the digital media-tech business of the group in US and other global markets.
The Company entered into Common Stock Purchase agreement on 21 February, 2024 with GMT, a Delaware corporation, for acquiring 1,000,000 shares of Common Stock at $0.00001, amounting to USD 10 (Rs. 0.83). Subsequently, the Board of GMT duly adopted the resolution in its meeting held on 03 April 2024 wherein it had determined in the best interests of the GMT to issue 23,000,000 shares of Common Stock , having a par value of $0.10 per share, to Quint Digital Limited, in exchange of $2,300,000 (Rs. 191,758) and consequently, restated and amended the aforesaid stock purchase agreement on 03 April, 2024. Subsequent to the aforesaid Board resolution and amendment to stock purchase agreement, the Company got the Restated and Amended Certificate of Incorporation dated 03 April, 2024 from the Secretary of State of the Delaware.
40 Exceptional Items
The Board of Directors of the Company, at its meeting on August 14, 2023, has considered and approved the Scheme of Arrangement amongst the Quint Digital Limited (Transferee Company/QDL) and Quintillion Media Limited, a wholly owned subsidiary (Transferor Company/QML) and their respective shareholders and creditors pursuant to the provisions
of sections 230 to 232, Section 66 and other applicable provisions of the Companies Act, 2013. This Scheme seeks to undertake an (a), Amalgamation (merger by way of absorption) of QML, on a going concern basis, with that of QDL, being 100% holding company of QML; and (b) Reduction of capital of QDL in the manner set out in this Scheme. The Scheme is subject to the approval from the shareholders, creditors, various regulatory authorities and subject to such conditions and modifications as may be prescribed or imposed by the National Company Law Tribunal, New Delhi or by other regulatory authorities.
The Company had availed certain certification services from consultants and paid fee to authorities amounting to Rs. 1,575 (Previous year: Nil) in pursuance of above mentioned Scheme during the year ended 31 March 2024. These expenses are disclosed as an exceptional item during the current year.
41 Event occurring after the reporting period
(i) Franchisee Agreement with Global Digital Media Limited (“”GDML””) which was earlier suspended as on 03 April, 2023 has been terminated effective from 01 April 2024, on account of the global macro-economic environment and recessionary economic conditions in Europe. The termination agreement state that all the rights and obligations, whether financial or otherwise existing between the Company and GDML under the Franchise Agreement stand extinguished; and no amounts are due or payable by either party to the other under the Franchise Agreement. Accordingly, the termination agreement does not have any financial implication on the financial statements for the year ended 31 March, 2024.
(ii) On completion of vesting period for Stock Options granted pursuant to the QDL ESOP Plan, the Company has received application from covered employees for allotment of equity shares. The Board of Directors vide a resolution passed by way of circulation dated 04 April, 2024, approved the allotment of 42,000 equity shares and 1,200 equity shares of the Company at the issue price of Rs. 14.90 and Rs. 66, respectively having face value of Rs. 10 at issue price. The matter does not have any impact on the financial Statements for year ended 31 March, 2024.
(iii) The Board of GMT duly adopted the resolution in its meeting held on 03 April 2024 wherein it had determined in the best interests of the GMT to issue 23,000,000 shares of Common Stock , having a par value of $0.10 per share, to Quint Digital Limited, in exchange of $2,300,000 (Rs. 191,758), which has been subsequently issued refer note 39(b).
(iv) Pursuant to the approval of the Board and Shareholders in their respective meetings held on 14 August, 2023 and 29 September, 2023, the Company had signed an agreement dated 08 March, 2024 with MK Center of Entrepreneurship Foundation for forming a Joint venture company with an aim to offer training, hold seminars, develop apps and educational programs in the in the fields of artificial intelligence, data science, software development, and networking technologies, through independently developed digital platforms as well as by way of collaborating with established international and domestic organizations. Pursuant to the agreement, AI Trillions Private limited was incorporated on 23 April, 2024 with authorized share capital of Rs. 500. Further a total Rs. 100,000 will be provided to the Joint venture company by the Company and MK Center of Entrepreneurship Foundation in the form of loans or other debt instruments.
These matters do not have any impact on the financial Statements for year ended 31 March, 2024.
42 Segment information(a) Reportable Segment
In line with provisions of Ind AS 108-Operating segments, the Company is engaged in media operations for its customers in India and overseas which constitute single reportable business segment as reviewed by the Chief Operating Decision Maker (CODM).
44 Capitalisation of Video cost
The Company creates different kinds of content videos in covering multiple genres like documentaries, entertainment, sports, lifestyle, news etc. for its viewers. These videos are viewed over different platforms like YouTube, Facebook, its own website and through its channel partners.
It receives inputs from primary sources like news reporter, investigations etc., and secondary sources like Wire Services -Asian News International, Press Trust of India, Social Media platforms like Facebook or twitter. Based on inputs received the creative team creates the content videos and then publish the same on various platforms.
In accordance with Ind AS 38 “Intangible Assets”, the videos created meet the definition of an asset as:
- The Videos are controlled by the Company as it retains the Intellectual Property Rights of these videos and it decides the platforms on which these will be posted for public viewership.
- It has the rights to remove these videos from these platforms as per its discretion.
- The economic benefits flow only to the Company, which are either direct economic benefit i.e. Partner/Programmatic revenue which is generated by monetization of these videos on various platforms based on viewership or Direct Selling of display advertisement revenue, which is generated for placement of various advertisements on Quint's website or other platforms. Both of the revenues are related to content videos as these videos generate viewership.
The cost of video include direct expenses such as video crew, production costs, editing, visual effects and production overhead costs such as studio rent etc. It also includes on proportionate basis production-related administrative costs, if directly attributable and costs of employee benefits i.e. cost of Creative Team or production team working directly on creation of these videos.
The video cost had been assumed to have a life of 4 years and is to be amortized from the date of its publishing, 60% of the cost capitalized in the first year of video being published , 20% in the second year and 10% each in next 2 years. If a video, in later year, is found to be not generating any economic benefit it could be decided by the management to be written off completely in that year itself.
45 Rights issue
(a) In the previous year, pursuant to the basis of allotment for the Rights Issue approved by the BSE Limited, the Board of Directors in their meeting held on January 31, 2023, allotted 2,50,00,000 fully paid-up equity shares of the Company, having face value of ' 10 (Indian Rupee Ten) each in dematerialized form at an issue price of ' 50 (Indian Rupees Fifty Only) per equity share.
Pursuant to the above allotment, the Issued and Paid-up Equity Share Capital of the Company increased from existing Issued, Paid-up, Admitted and Listed Equity Share Capital of the Company of ' 2,19,698 divided into 2,19,69,808 Equity Shares of ' 10 each to ' 469,698 divided into 4,69,69,808 Equity Shares of ' 10 each.
The Company has incurred an expense of ' 14,828 for the purpose of rights issue which has been netted off from security premium during the year ended 31 March 2023.
46 Other statutory information
(a) The Company has not been declared a willful defaulters by any bank or financial institute or consortium thereof in accordance with the guidelines on willful defaulters issued by the RBI.
(b) There are no proceeding initiated or pending against the Company for holding any benami property und the Benami Transaction (Prohibition) Act 1988 (45 of 1988) and rule made thereunder.
(c) The Company has not traded or involved in Crypto currency or Virtual Currency during the reporting year.
(d) There is no immovable property whose title deed is not held in the name of the company.
(e) There is no charge or satisfaction of charge which is yet to be registered with Registrar of Companies beyond the statutory period.
(f) The Company do not have any transaction not recorded in the books of accounts that has been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act,1961.
(g) The company does not have any transactions with the companies struck off under Companies Act, 2013 or Companies Act, 1956.
(h) 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:
(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”
(i) The Company other than as disclosed in note 47, 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.”
(j) The Company has not revalued its property, plant and equipment (including right-of-use assets) or intangible assets during the current or previous year.
(k) The company has not entered into any scheme of arrangement which has an accounting impact on current or previous financial year.
(l) 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.
48 The Ministry of Corporate Affairs (MCA) has prescribed a new requirement for companies under the proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 inserted by the Companies (Accounts) Amendment Rules 2021 requiring companies, which uses accounting software for maintaining its books of account, shall use only such accounting software which has a feature of recording audit trail of each and every transaction, creating an edit log of each change made in the books of account along with the date when such changes were made and ensuring that the audit trail cannot be disabled. The new requirement is applicable with effect from the financial year beginning on 1 April 2023.
The audit trail feature in an accounting software used for maintenance of all accounting records of the Company was not enabled from 1 April 2023 to 4 April 2023. Further another accounting software used for maintaining payroll records and preparation of salary sheet did not capture who made those changes i.e., User Id, and time of such changes at application level.
49 Previous year’s figures has been regrouped and/ or reclassed wherever necessary to confirm to the current year’s groupings and classifications. The impact of such regrouping/ reclassification is not material to the financial statements.
The summary of material accounting policies and other explanatory information form an integral part of these standalone financial statements.
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