l) Provisions, contingent assets and contingent liabilities
Provisions are recognized only when there is a present obligation, as a result of past events, and when a reliable estimate of the amount of obligation can be made at the reporting date. These estimates are reviewed at each reporting date and adjusted to reflect the current best estimates. Provisions are discounted to their present values, where the time value of money is material.
Contingent liability is disclosed for:
a) Possible obligations which will be confirmed only by future events not wholly within the control of the Company or
b) Present obligations arising from past events where it is not probable that an outflow of resources will be required to settle the obligation or a reliable estimate of the amount of the obligation cannot be made.
Contingent assets are neither recognized nor disclosed. However, when realization of income is virtually certain, related asset is recognized.
m) Financial instruments
Initial recognition and measurement
Financial assets and financial liabilities are recognised when the Company becomes a party to the contractual provisions of the financial instrument and are measured initially at fair value adjusted for transaction costs. However, trade receivables that do not contain a significant financing component are measured at transaction price. Subsequent measurement of financial assets and financial liabilities is described below.
Financial assets
Subsequent measurement
i. Financial assets carried at amortised cost - a financial asset is measured at the amortised cost if both the following conditions are met:
a) The asset is held within a business model whose objective is to hold assets for collecting contractual cash flows, and
b) Contractual terms of the asset give rise on specified dates to cash flows that are solely payments of principal and interest (SPPI) on the principal amount outstanding.
After initial measurement, such financial assets are subsequently measured at amortised cost using the effective interest rate (EIR) method.
ii. Investments in equity instruments - Investments in equity instruments which are held for trading are classified as at fair value through profit or loss (FVTPL). For all other equity instruments, the Company makes an irrevocable choice upon initial recognition, on an instrument by instrument basis, to classify the same either as at fair value through other comprehensive income (FVOCI) or fair value through profit or loss (FVTPL). Amounts presented in other comprehensive income are not subsequently transferred to profit or loss. However, the Company transfers the cumulative gain or loss within equity. Dividends on such investments are recognised in profit or loss unless the dividend clearly represents a recovery of part of the cost of the investment.
iii. Investments in mutual funds - Investments in mutual funds are measured at fair value through profit and loss (FVTPL).
The fair value of an asset or a liability is measured using the assumptions that market participants would use when pricing the asset or liability, assuming that market participants act in their economic best interest. A fair value measurement of a non- financial asset takes into account a market participant's ability to generate economic benefits by using the asset in its highest and best use or by selling it to another market participant that would use the asset in its highest and best use.
In order to show how fair values have been derived, financial instruments are classified based on a hierarchy of valuation techniques, as summarised below:
Level 1 financial instruments: Those where the inputs used in the valuation are unadjusted quoted prices from active markets for identical assets or liabilities that the Company has access to at the measurement date. The Company considers markets as active only if there are sufficient trading activities with regards to the volume and liquidity of the identical assets or liabilities and when there are binding and exercisable price quotes available on the balance sheet date.
Level 2 financial instruments: Those where the inputs that are used for valuation and are significant, are derived from directly or indirectly observable market data available over the entire period of the instrument's life.
Level 3 financial instruments: Those that include one or more unobservable input that is significant to the measurement as whole. Based on the Company's business model for managing the investments, the Company has classified its investments and securities for trade at FVTPL. Financial liabilities are carried at amortised cost using the effective interest rate method. For trade and other payables the carrying amount approximates the fair value due to short maturity of these instruments.
De-recognition of financial assets
Financial assets are derecognised when the contractual rights to the cash flows from the financial asset expire, or when the financial asset and substantially all the risks and rewards are transferred. Further, if the Company has not retained control, it shall also derecognise the financial asset and recognise separately as assets or liabilities any rights and obligations created or retained in the transfer.
Financial liabilities
Subsequent measurement
Subsequent to initial recognition, all financial liabilities are measured at amortised cost using the effective interest method. De-recognition of financial liabilities
A financial liability is de-recognised when the obligation under the liability is discharged or cancelled or expires. When an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or modification is treated as the de-recognition of the original liability and the recognition of a new liability. The difference in the respective carrying amounts is recognised in the statement of profit and loss.
Offsetting of financial instruments
Financial assets and financial liabilities are offset and the net amount is reported in the balance sheet if there is a currently enforceable legal right to offset the recognised amounts and there is an intention to settle on a net basis, to realise the assets and settle the liabilities simultaneously.
n) Impairment of financial assets
In accordance with Ind AS 109, the Company applies expected credit loss (ECL) model for measurement and recognition of impairment loss for financial assets. The Company factors historical trends and forward looking information to assess expected credit losses associated with its assets and impairment methodology applied depends on whether there has been a significant increase in credit risk.
Trade receivables
In respect of trade receivables, the Company applies the simplified approach of Ind AS 109, which requires measurement of loss allowance at an amount equal to lifetime expected credit losses. Lifetime expected credit losses are the expected credit losses that result from all possible default events over the expected life of a financial instrument.
Other financial assets
In respect of its other financial assets, the Company assesses if the credit risk on those financial assets has increased significantly since initial recognition. If the credit risk has not increased significantly since initial recognition, the Company measures the loss allowance at an amount equal to 12-month expected credit losses, else at an amount equal to the lifetime expected credit losses. The Company assumes that the credit risk on a financial asset has not increased significantly since initial recognition, if the financial asset is determined to have low credit risk at the balance sheet date.
Write-offs
Financial assets are written off either partially or in their entirety to the extent that there is no realistic prospect of recovery. Any subsequent recoveries are credited to impairment on financial instrument in the statement of profit and loss.
o) Earnings per share
Basic earnings per share is calculated by dividing the net profit or loss for the period attributable to equity shareholders (after deducting attributable taxes) by the weighted average number of equity shares outstanding during the period. The weighted average number of equity shares outstanding during the period is adjusted for events including a bonus issue. Partly paid-up equity shares are treated as a fraction of an equity share to the extent they are entitled to participate in dividend relative to a fully paid-up equity share during the reporting period. Compulsory convertible debentures are treated as equivalent of equity share for the purpose of basic earnings per equity share. Treasury shares are adjusted for computation of weighted average equity shares.
For the purpose of calculating diluted earnings per share, the net profit or loss for the period attributable to equity shareholders and the weighted average number of shares outstanding during the period are adjusted for the effects of all dilutive potential equity shares.
p) Segment reporting
The Company identifies segment basis the internal organization and management structure. The operating segments are the segments for which separate financial information is available and for which operating profit/loss amounts are regularly reviewed by the CODM ('chief operating decision maker') in deciding how to allocate resources and in assessing performance.
q) Foreign currency
Functional and presentation currency
Items included in the standalone financial statement of the Company are measured using the currency of the primary economic environment in which the entity operates ('the functional currency'). The standalone financial statements have been prepared and presented in Indian Rupees (INR), which is the Company's functional and presentation currency.
Transactions and balances
Foreign currency transactions are recorded in the functional currency, by applying to the exchange rate between the functional currency and the foreign currency at the date of the transaction. Foreign currency monetary items outstanding at the balance sheet date are converted to functional currency using the closing rate. Non-monetary items denominated in a foreign currency which are carried at historical cost are reported using the exchange rate at the date of the transaction.
Exchange differences arising on monetary items on settlement, or restatement as at reporting date, at rates different from those at which they were initially recorded, are recognized in the statement of profit and loss in the year in which they arise.
r) Treasury shares
The Company had created trusts for the implementation of schemes namely employees stock options plans, employees stock purchase plan and stock appreciation rights plan. The Company treats trusts as its extension and the Company's own
shares held by trusts are treated as treasury shares. Treasury shares are presented as a deduction from other equity. The original cost of treasury shares and the proceeds of any subsequent sale are presented as movements in equity.
s) Exceptional items
An item of income or expense which by its size, type or incidence requires disclosure in order to improve an understanding of the performance of the Company is treated as an exceptional item and disclosed as such in the financial statements.
t) Dividend
Provision is made for the amount of any dividend declared on or before the end of the reporting period but not distributed at the end of the reporting period, being appropriately authorised and no longer at the discretion of the Company. The final dividend on shares is recorded as a liability on the date of approval by the shareholders, and interim dividends are recorded as a liability on the date of declaration by the Company's Board of Directors.
u) Assets held for sale
The company classifies non-current assets as held for sale if their carrying amounts will be recovered principally through a sale rather than through their continuing use. Actions required to complete the sale should indicate that it is unlikely that the decision to sell will be withdrawn. Management must be committed to the sale expected within one year from the date of classification.
Losses on initial classification as held for sale and subsequent gains and losses on sale are recognised in the statement of profit and loss. Once classified as held for sale, property, plant and equipment are no longer depreciated or amortised.
v) Recent Accounting Pronouncements
The Ministry of Corporate Affairs ("MCA") has notified the Companies (Indian Accounting Standards) Amendment Rules, 2025 and Second Amendment Rules, 2025, which are effective from 1 April 2025 and have been applied by the company in the current year.
These amendments include changes to
• Ind AS 1 Presentation of Financial Statements - Classification of liabilities as current or non-current and related covenant conditions
• Ind AS 7 Statement of Cash Flows and Ind AS 107 Financial Instruments Disclosures - Disclosure requirements for supplier finance arrangements
• Ind AS 12 Income Taxes - Accounting and disclosure considerations relating to OECD Pillar Two global minimum tax
• Ind AS 21 Effects of Changes in Foreign Exchange Rates and - Clarification on exchangeability of currencies and determination of exchange rates
The company has assessed the impact of the aforesaid amendments and concluded that they do not have a material impact on the financial statements, except for additional disclosures, where applicable.
Standards issued but not yet effective
Ind AS 1 - Classification of liabilities (covenant-related changes - Phase 2) - Further changes relating to the impact of covenant breaches on classification of liabilities are applicable for annual reporting periods beginning on or after 1 April 2026.
The company is in the process of evaluating the impact of these amendments and does not expect them to have a material impact on its financial statements, except for presentation and disclosure-related changes, where applicable.
value of INR 2 each and 88,88,524 partly paid-up equity shares of face value of INR 2 each, paid up of INR 1.10 each, was on account of the following:
a) Allotment of 12,07,200 fully paid-up equity shares on exercise of vested ESOPs, on July 16, 2025;
b) Allotment of 1,60,000 fully paid-up equity shares on exercise of vested ESOPs, on August 7, 2025;
c) Allotment of 2,25,00,000 fully paid-up equity shares on conversion of convertible warrants, on September 17, 2025; and
d) Allotment of 2,25,00,000 fully paid-up equity shares on conversion of convertible warrants, on September 22, 2025
Resultantly, on the effectiveness of the Scheme, the paid-up share capital of DSL was INR 1,30,90,30,548.40 divided into 64,96,26,586 fully paid-up equity shares of face value of INR 2 each and 88,88,524 partly paid-up equity shares of face value of INR 2 each, paid up of INR 1.10 each.
Consequent to the Scheme coming into effect, basis the Record Date of October 28, 2025, as per Share Exchange Ratio prescribed and approved in the Scheme, the Company, on November 4, 2025, had issued and allotted an aggregate 2,22,39,39,879 fully paid-up equity shares of INR 2 each, as under:
a) 1,92,43,01,572 fully paid-up equity shares to the shareholders of Dhani Services Limited (Amalgamating Company 1) against their holding of 64,96,26,586 fully paid-up equity shares and 88,88,524 partly paid-up equity shares;
b) 21,81,70,697 fully paid-up equity shares to the shareholders of Indiabulls Enterprises Limited (Amalgamating Company 2) against their holding of 19,83,36,997 fully paid-up equity shares and
c) 8,14,67,610 fully paid-up equity shares to the shareholders of India Land Hotels Mumbai Private Limited (Demerged Company) against their holding of 2,53,005 fully paid-up equity shares.
Accordingly, as on March 31, 2026, the paid-up equity share capital of the Company stands increased to INR 4,64,87,64,276 divided into 2,32,43,82,138 fully paid-up equity shares of face value of INR 2 each.
(v) During the year ended 31 March 2021, the Company, through its established trust "Surya Employee Welfare Trust" (formerly known as Indiabulls Integrated Employee Welfare Trust) ("Surya-EWT"); had in compliance with SEBI (Share Based Employee Benefits) Regulations, 2014 purchased its 17,54,327 Equity shares from the open market, for the implementation and administration of its employees benefit schemes.
As per the scheme of amalgamation, 17,54,327 listed Equity shares of Indiabulls Enterprises Limited held by the trust were converted into 19,29,760 equity shares of Indiabulls Limited (formerly known as Yaari Digital Integrated Services Limited), and 2,97,00,000 shares of Dhani Services Limited held by another trust (Udaan Employee Welfare Trust) of Dhani Services Limited were converted into 8,73,18,000 equity shares of Indiabulls Limited (formerly known as Yaari Digital Integrated Services Limited) in accordance with the swap ratios of the respective entities with Indiabulls Limited (formerly known as Yaari Digital Integrated Services Limited). The face value of these shares have been deducted from the paid-up share capital of the company.
(vi) Rights, preferences and restrictions attached to equity shares
The holders of equity shares are entitled to receive dividends as declared from time to time, and are entitled to one vote per share at meetings of the company. In the event of liquidation of the company, all preferential amounts, if any, shall be discharged by the company, the remaining assets of the company shall be distributed to the holders of equity shares in proportion to the number of shares held to the total equity shares outstanding as on that date. All shares rank equally with regard to the company's residual assets, except that holders of preference shares participate only to the extent of the face value of the shares.
Nature and purpose of reserves Amalgamation reserve
Amalgamation reserve represents the surplus/deficit arised in the course of amalgamation of jointly controlled entities.
Treasury shares
The Company had created "Surya Employee Welfare Trust" (formerly known as Indiabulls Integrated Employee Welfare Trust) ("Surya-EWT") for the implementation of schemes namely employees stock options plans, employees stock purchase plan and stock appreciation rights plan. The Company treats Surya-EWT as its extension and the Company's own shares held by Surya-EWT are treated as treasury shares. The premium over face value of the acquired treasury shares are presented as a treasury shares. The original cost of treasury shares and the proceeds of any subsequent sale are presented as movements in equity.
Further, the shares of the Company held in Udaan Employee Welfare Trust(trust created by Amalgamating Company 1(Dhani Services Limited) pursuant to the effectiveness of the scheme were also included in treasury shares with the same treatment as for the shares held by Surya Employee Welfare Trust.
Capital reserve
The Company had issued share warrants in the earlier year. This reserve is created on account of forfeiture of share application money received on account of issuance of share warrants as the share warrants holders did not exercise their rights.
Security premium is used to record the premium on issue of shares. The reserve is utilised in accordance with the provisions of Companies Act, 2013.
Capital redemption reserve
The company has created the capital redemption reserve on redemption/buys back its own shares out of its distributable profits or free reserves.
General reserve
The general reserve is used from time to time to transfer profits from retained earnings for appropriation purposes. Items included in general reserve will not be reclassified subsequently to profit and loss.
Share options outstanding account
The reserve is used to recognized the expenses related to stock option issued to employees under holding company's stock option plans. Other comprehensive income - Equity instruments through FVOCI
The reserve represents the changes in the fair value of certain investments in other comprehensive income. These changes are accumulated within the 'Other comprehensive income' within other equity. The company transfers amounts from this reserve to retained earnings when the relevant investments are disposed off.
Retained earnings
Retained earnings are the profits that the Company has earned till date, less any transfers to general reserve, dividends or other distributions paid to shareholders.
Money received against share warrants
The company issues share warrants and receives the application money on the same. Pending the conversion of share warrants into equity shares of the company, the amount received on the share warrants is shown in money received against share warrants.
(ii) Corporate social responsibility
In accordance with the provisions of section 135 of the Companies Act 2013, the Board of Directors of the company had constituted a Corporate Social Responsibility (CSR) Committee. In terms with the provisions of the said Act, the company has to spend a sum of nil during the year ended 31 March 2026 (Previous year INR 0.41 crores) towards CSR activities. The details of amount actually spent by the company are given below:
Note - 45
Earnings per equity share (EPS)
Disclosure in respect of Indian Accounting Standard - 33 'Earnings Per Share':
The basic earnings per equity share is computed by dividing the net profit attributable to equity shareholders for the year by the weighted average number of equity shares outstanding during the reporting year. Partly paid-up equity shares are treated as a fraction of an equity share to the extent they are entitled to participate in dividend relative to a fully paid-up equity share during the reporting period. Compulsory convertible debentures are treated as equivalent of equity share for the purpose of basic earnings per equity share. Treasury shares are adjusted for computation of weighted average equity shares. Diluted earnings per equity share is computed by considering the weighted average number of equity shares and also the weighted average number of equity shares that could have been issued on the conversion of all dilutive potential equity shares. The dilutive potential equity shares are adjusted for the proceeds receivable, had the shares been actually issued at fair value.
Dilutive potential equity shares are deemed converted as of the beginning of the year, unless they have been issued at a later date. The number of equity shares and potential dilutive equity shares are adjusted for the potential dilutive effect of employee stock option plan and warrants as appropriate.
Note - 46
Financial instruments-accounting classification and fair value measurement A Fair value measurements
(i) Valuation principles
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction, in the principal (or most advantageous) market at the measurement date under current market conditions (i.e. an exit price) regardless of whether that price is directly observable or estimated using a valuation technique. In order to show how fair values have been derived, financial instruments are classified based on a hierarchy of valuation techniques.
(ii) Valuation governance
The Company's fair value methodology and the governance over its models includes a number of controls and other procedures to ensure appropriate safeguards are in place to ensure its quality and adequacy. All new product, initiatives (including their valuation methodologies) are subject to approvals by various functions of the Company including the risk and finance functions. The responsibility of ongoing measurement resides with the business units.
Financial assets and financial liabilities measured at fair value in the statement of financial position are grouped into three Levels of a fair value hierarchy. The three levels are defined based on the observability of significant inputs to the measurement, as follows:
Level 1: quoted prices (unadjusted) in active markets for financial instruments.
Level 2: The fair value of financial instruments that are not traded in an active market is determined using valuation techniques which maximise the use of observable market data rely as little as possible on entity specific estimates.
Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in level 3. For financials assets and financials liabilities which are measured at fair value as at the Balance Sheet date, the classification of fair value calculations by category is summarised below:
Note - 47
Financial risk management objective and policies
The company's financial risk management is an integral part of how to plan and execute its business strategies. The company's risk management policy is set by the Board to achieve robust risk management framework to identify, monitor, mitigate and minimise risks arising from financial instruments. The company primary focus is to foresee the unpredictability of financial markets and seek to minimise the potential adverse effects on its financial performance. A summary of the risks have been given below:
The company's principal financial liabilities comprise of borrowings, trade and other financial liabilities. The main purpose of these financial liabilities is to finance the company's operations. The company's principal financial assets include loans, trade receivables, investments, cash and cash equivalents, other bank balances and other financial assets that arise directly from its operations.
The company's activities expose it to market risk, liquidity risk and credit risk.
A Credit risk:
Credit risk is the risk that the counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. The company is exposed to credit risk from its operating activities (primarily trade receivables) including deposits placed with banks and financial institutions and other financial instruments.
Financial assets other than trade receivables
Credit risk from balances with banks and financial institutions is managed by the company's treasury department in accordance with it's policy. Surplus funds are parked only within approved investment categories with well defined limits. Investment category is periodically reviewed by the company's Board of Directors.
Credit risk arising from short-term liquid funds, other balances with banks and other cash equivalents is limited and no collaterals are held against these because the counterparties are banks and recognised financial institutions with high credit ratings assigned by the credit rating agencies. None of the financial instruments of the company result in material concentration of credit risks
Trade receivables
Customer credit risk is managed as per the company's established policy, procedures and control relating to customer credit risk management. Credit quality of a customer is assessed based on an extensive credit rating scorecard and individual credit limits are defined in accordance with this assessment. Outstanding customer receivables are regularly monitored. The requirement for impairment is analysed at each reporting date on an individual basis for major customers. The management is also monitoring the receivables levels by having frequent interactions with responsible persons for highlighting potential instances where receivables might become overdue.
Trade receivables consist of a large number of customers spread across India with no significant concentration of credit risk. Ongoing credit evaluation is performed on the financial condition of accounts receivable. Therefore, the Company does not expect any material risk on account of non-performance by any of its counter parties.
B Liquidity risk
The company manages liquidity risk by maintaining sufficient cash and investment in mutual funds and loan given to subsidiaries. Management regularly monitors the position of cash and cash equivalents vis-a-vis projections. Assessment of maturity profiles of financial assets and financial liabilities including debt financing plans and maintenance of balance sheet liquidity ratios are considered while reviewing the liquidity position.
C Market risk
Market risk is the risk of loss of future earnings, fair values or future cash flows that may result from a change in the price of a financial instrument. The value of a financial instrument may change as a result of changes in the interest rates, foreign currency exchange rates, commodity prices, equity prices and other market changes that affect market risk sensitive instruments.
Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in prevailing market interest rates. Equipment loans are on fixed rate basis and hence not subject to interest rate risk. Further term loan from others are also on fixed rate basis and hence not subject to interest risk.
(ii) Equity price risk:
The Company is not exposed to equity price risk arising from Equity Investments (other than Subsidiary, carried at cost).
(iii) Foreign exchange risk:
Foreign currency risk is the risk of impact related to fair value or future cash flows of an exposure in foreign currency, which fluctuate due to changes in foreign exchange rates. The Company's exposure to the risk of changes in foreign exchange rates relates primarily to the capital expenditure and spares parts.
When a derivative is entered into for the purpose of being a hedge, the Company negotiates the terms of those derivatives to match the terms of the hedged exposure.
The Company evaluates exchange rate exposure arising from foreign currency transactions. The Company follows established risk management policies and standard operating procedures. It uses derivative instruments like forwards to hedge exposure to foreign currency risk.
Foreign currency risk exposure:
There are no exposures to foreign currency as at 31 March 2026 and as at 31 March 2025.
Note - 48
Capital management
The company's objectives when managing capital are to (a) maximise shareholder value and provide benefits to other stakeholders and (b) maintain an optimal capital structure to reduce the cost of capital. For the purposes of the company's capital management, capital includes issued capital, share premium and all other equity reserves attributable to the equity holders.
The company monitors the capital structure on the basis of net debt to equity ratio and maturity profile of the overall debt portfolio of the company.
Net debt includes interest bearing borrowings less cash and cash equivalents, other bank balances (including non-current earmarked balances) and current investments.
The table below summarises the capital, net debt and net debt to equity ratio of the company.
Note - 49
Employee benefits -retiral
Employee Benefits - Provident Fund, ESIC, Gratuity and Compensated Absences disclosures as per Ind AS 19 - Employee Benefits:
(a) Post retirement defined contribution plan
Contributions are made to Government Provident Fund and Family Pension Fund, ESIC and other statutory funds which cover all eligible employees under applicable Acts. Both the employees and the Company make predetermined contributions to the Provident Fund and ESIC. The contributions are normally based on a certain proportion of the employee's salary.
(B) Post retirement defined benefit obligation
The Company has the following defined benefit plans:
- Gratuity (unfunded)
- Compensated absences (unfunded)
Provision for unfunded gratuity and compensated absences for all employees is based upon actuarial valuations carried out at the end of every financial year. Major drivers in actuarial assumptions, typically, are years of service and employee compensation. Pursuant to the issuance of the Indian Accounting Standard (Ind AS) 19 on 'Employee Benefits', obligation are actuarially determined using the 'Projected Unit Credit' Method. Gains and losses on changes in actuarial assumptions are accounted for in the Statement of Profit and Loss.
vi) New Code on Social Security, 2020
On November 21, 2025, the Government of India notified the four Labour Codes - the Code on Wages, 2019, the Industrial Relations Code, 2020, the Code on Social Security, 2020, and the Occupational Safety, Health and Working Conditions Code, 2020 - consolidating 29 existing labour laws. The Ministry of Labour & Employment published draft Central Rules and FAQs to enable assessment of the financial impact due to changes in regulations. The company has assessed the incremental impact of these Codes and conducted that the same is insignificant. The company continues to monitor the finalisation of Central/State Rules and clarifications from the Government on other aspects of the Labour Code and would provide appropriate accounting effect on the basis of such developments as needed.
Note - 50
Business combination implementation details as per Ind AS 103:
a) Hon'ble National Company Law Tribunal approved the scheme of arrangement on 01 September 2025 with the appointed date being 01 April 2023 approved a re-organization plan to be implemented through a composite Scheme of Arrangement, which inter alia, provides for:
Stepl:
Amalgamation of Dhani Services Limited ("Amalgamating Company 1") and Indiabulls Enterprises Limited ("Amalgamating Company 2") (hereinafter collectively referred to as "Listed Amalgamating Companies") with and into Yaari Digital Integrated Services Limited ("Amalgamated Company" / "Resulting Company 2"") and subsequent automatic dissolution of Listed Amalgamating Companies.
Step 2
Amalgamation of Savren Medicare Limited ("Amalgamating Company 3"), Auxesia Soft Solutions Limited ("Amalgamating Company 4"), Gyansagar Buildtech Limited ("Amalgamating Company 5"), Pushpanjli Finsolutions Limited ("Amalgamating Company 6"), Devata Tradelink Limited ("Amalgamating Company 7"), Evinos Developers Limited ("Amalgamating Company 8"), Milky Way Buildcon Limited ("Amalgamating Company 9"), Indiabulls Consumer Products Limited ("Amalgamating Company 10"), Indiabulls Infra Resources Limited ("Amalgamating Company 11"), Jwala Technology Systems Private Limited ("Amalgamating Company 12"), Mabon Properties Limited ("Amalgamating Company 13"), YDI Consumer India Limited ("Amalgamating Company 14"), Indiabulls General Insurance Limited ("Amalgamating Company 15") and Indiabulls Life Insurance Company Limited ("Amalgamating Company 16") (hereinafter collectively referred to as "Unlisted Amalgamating Companies") with and into Yaari Digital Integrated Services Limited ("Amalgamated Company" / "Resulting Company 2"") and subsequent automatic dissolution of Unlisted Amalgamating Companies.
Step 3:
Amalgamation of Juventus Estate Limited ("Amalgamating Company 17") with and into Yaari Digital Integrated Services Limited ("Amalgamated Company" / "Resulting Company 2"") and subsequent automatic dissolution of Amalgamating Company 17.
Demerger of the real estate business undertaking (as more elaborately defined hereunder) of India Land Hotels Mumbai Private Limited ("Demerged Company") and vesting of the same with and into Indiabulls Pharmacare Healthcare Limited ("Resulting Company 1"), on a going concern basis, in consideration for which the shares of Yaari Digital Integrated Services Limited ("Resulting Company 2"), shall be issued to the shareholders of the demerged company.
(b) With the compliance of the scheme as above, Indiabulls Limited (formerly known as Yaari Digital Integrated Services Limited) financials were restated from the appointed date i.e. 01 April 2023 for incorporating the effect of merger appointed date.
c) Statement showing the details of assets and liabilities of Indiabulls Limited (formerly known as Yaari Digital Integrated Services Limited) post giving the effect of the scheme as on appointed date (01 April 2023).
Note - 51
Lease related disclosures as per Ind AS 116
The company has leases for office spaces, warehouses and machine yards. With the exception of short-term leases and some of the leases of low-value underlying assets, each lease is reflected on the balance sheet as a right-of-use asset and a lease liability.
Each lease generally imposes a restriction that, unless there is a contractual right for the company to sublease the asset to another party, the right-of-use asset can only be used by the company. Some leases contain an option to extend the lease for a further term. The company is prohibited from selling or pledging the underlying leased assets as security. Further, the company is required to pay maintenance fees in accordance with the lease contracts.
Note - 53
Details with respect to the benami properties
No proceedings have been initiated or pending against the entity under the Benami Transactions (Prohibitions) Act, 1988 for the year ended 31 March 2026 and 31 March 2025.
Note - 54
Undisclosed income
There is no such income which has not been disclosed in the books of accounts. No such income is surrendered or disclosed as income during the year ended 31 March 2026 and 31 March 2025 in the tax assessments under Income Tax Act, 1961.
Note - 56
Wilful defaulter
No bank or financial institution has declared the company as "Wilful defaulter" during the year ended 31 March 2026 and 31 March 2025.
Note - 57
Details in respect of utilization of borrowed funds and share premium
No funds have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the Company to or in any other person(s) or entity(ies), including foreign entities ("Intermediaries") with the understanding, whether recorded in writing or otherwise, that the intermediary shall lend or invest in party identified by or on behalf of the company (Ultimate Beneficiaries).
The company has not received any fund from any party(s) (Funding Party) with the understanding that the company shall whether, directly or indirectly lend or invest in other persons or entities identified 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 - 58
Registration of charges or satisfaction with Registrar of Companies:
All applicable cases where registration of charges or satisfaction is required with registrar of companies have been done. No registration or satisfaction is pending for the year ended 31 March 2026 and 31 March 2025.
Note - 59
Compliance with number of layers of companies
The company has complied with the number of layers prescribed under clause (87) of section 2 of the Act read with companies (Restriction on number of layers) Rules, 2017 and no layers of companies has been established beyond the limit prescribed as per above said section/ rules, during the year ended 31 March 2026 and 31 March 2025.
Note - 63
Share based payments
A. Employee Stock Option Schemes and general terms and conditions:
(i) Indiabulls Limited Employee Stock Option Scheme - 2011' ("IBL-ESOP Scheme 2011")
The company has IBL-ESOP Scheme 2011 approved by shareholders vide authorization dated 30 September 2011, for grant of up to an aggregate of 50,00,000 employee stock options, convertible into fully paid-up equity shares of the company. Stock options granted earlier have been lapsed and as on 31 March 2026, there is no outstanding stock options under this scheme.
(ii) Indiabulls Limited - Employee Stock Benefit Scheme - 2018 ("IBL-ESBS Scheme 2018")
The company has IBL-ESBS Scheme 2018 approved by shareholders vide authorization dated 14 May 2018, which has been modified further vide shareholders authorization dated 5 February 2020, for grant of up to an aggregate of 1,00,00,000 employee stock options convertible into fully paid-up equity shares of the company and/or Stock Appreciation Rights (SARs). Stock options and SARs granted earlier have been lapsed and as on 31 March 2026, there is no outstanding stock options and SARs under this scheme.
(iii) Indiabulls Limited - Employee Stock Option Scheme 2025 ("IBL - ESOP Scheme 2025")
In the 18th Annual General Meeting (AGM), held on 25 September 2025, shareholders of the company had approved Indiabulls Limited - Employee Stock Option Scheme 2025 for grant of up to an aggregate of 3,00,00,000 employee stock options ("ESOPs"), convertible into fully paid-up equity shares of the company, in compliance with Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021.
In compliance with Clause 45 of the NCLT approved scheme of arrangement which came into effect on 14 October 2025, inter- alia, involving the merger of Dhani Services Limited ("DSL") with and into the company, ("Scheme"), the company had, on 19 January 2026, granted 2,69,90,964 stock options under IBL - ESOP Scheme 2025, in lieu of 91,80,600 outstanding stock options which were held by the eligible transferred employees (as defined under the Scheme) of erstwhile Dhani Services Limited under "Dhani Services Limited Employees Stock Option Scheme - 2008" and "Dhani Services Limited Employees Stock Option Scheme - 2009" ("Dhani ESOP Schemes").
Number of stock options granted, exercise price, vesting period and exercise period of the said ESOPs granted were determined basis the number of stock options already granted, exercise price, vesting period and exercise period that was applicable under Dhani ESOP Schemes and Share Exchange Ratio (2.94x) specified under the said scheme of arrangement. Upon exercise, the stock options so granted shall represent an equal number of fully paid-up equity shares of face value of INR 2 each in the company.
The company has treated the issuance of options as a continuation of the original DSL grants. The number of options was increased, and the exercise price was reduced proportionately based on the swap ratio (2.94x), ensuring that the total "intrinsic value" and economic position of the option holders remained unchanged. Hence, no changes were made to the original vesting schedules or the service conditions. The vesting period already completed in DSL has been recognized for the purpose of determining the eligibility for exercise in the company. The period in which the options may be exercised cannot exceed five years from the date of expiry of original vesting period.
Note - 64
Segment Reporting
The company's operating segments are established on the basis of those components of the company that are evaluated regularly by the Board of Directors (the 'Chief Operating Decision Maker' as defined in Ind AS 108 - 'Operating Segments'), in deciding how to allocate resources and in assessing performance. These have been identified taking into account nature of services, the differing risks and returns and the internal business reporting systems. The company currently operates in three reportable business segments, i.e., financing and related activities, real estate development and related activities; and equipment renting service and related activities.
Note - 66
Relationship with struck off companies:
No transaction has been made with the company struck off under section 248 of the Companies Act, 2013 or section 560 of Companies Act, 1956 during the year ended 31 March 2026 and 31 March 2025.
Note - 67
The disclosure of capital to risk-weighted assets (CRAR), Tier I CRAR, Tier II CRAR and liquidity coverage ratios required under para (WB) (xvi) of Division III of Schedule III to the Act are not applicable to the company as the company has currently applied for its registration as Core Investment Company (CIC) with the Reserve Bank of India and is yet to receive the registration.
Note - 68
As at 31 March 2024, the financial assets of the company constitute more than fifty percent of its total assets (netted off by intangible assets) and income from financial assets constitutes more than fifty percent of the gross income of the company for the year ended 31 March 2024. The company has submitted the application with the Reserve Bank of India (RBI) for grant of certificate of registration as Core Investment Company (CIC).
Note - 69
Loan or advances granted to the promoters, directors and KMPs and the related parties
Loan or advances in the nature of loans granted to the promoters, directors, key managerial persons and the related parties (as defined under Companies Act, 2013), either severally or jointly with any other person, during the year ended 31 March 2026 and 31 March 2025, that either are repayable on demand, or without specifying any terms or period of repayment are:
Note - 70
Audit Trail
As per the Ministry of Corporate Affairs (MCA) notification, proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014, for the financial year commencing 1 April 2023, every company which uses accounting softwares for maintaining its books of account, shall use only such accounting softwares 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 interpretation and guidance on what level edit log and audit trail needs to be maintained evolved during the year and continues to evolve.
The company has used accounting softwares for maintaining its books of account for the year, which have features of recording audit trail (edit log) facility at application level as well as database level and the same have been operated throughout the year for all relevant transactions recorded in the softwares. Further, the recording of audit trail (edit logs) can be disabled using restricted privileged rights for direct data changes at database level, only by the developer. Since the company has other necessary controls in place, which are operating effectively, this feature will not adversely impact its data and audit log retention directly at database level.
Furthermore, the audit trail has been preserved by the company as per the statutory requirements for record retention.
Note - 71
Revenue related disclosures A. Disaggregation of revenue
Set out below is the disaggregation of the company's revenue as per IND AS 115 "Revenue from Contracts with Customers":
Note - 72
Other matters
a. The Company has not entered into any derivative instrument during the year. The company does not have any foreign currency exposures towards receivables, payables or any other derivative instrument that have not been hedged.
b. In respect of amounts as mentioned under Section 125 of the Companies Act, 2013, there were no dues required to be credited to the Investor Education and Protection Fund as at 31 March 2026 and 31 March 2025.
c. In the opinion of the Board of Directors, all current assets and long term loans & advances, appearing in the balance sheet as at 31 March 2026, have a value on realization, in the ordinary course of the Company's business, at least equal to the amount at which they are stated in the financial statements. In the opinion of the board of directors, no provision is required to be made against the recoverability of these balances.
d) Previous year figures have been regrouped / reclassified wherever applicable.
e) Figures have been rounded off to the nearest crores of rupees up to two decimal places. The figure INR 0.00 wherever stated represents value less than INR 50,000/-.
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